UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-K
 
 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2009
 Commission File Number 001-31648
 
 EURONET WORLDWIDE, INC.
 (Exact name of Registrant as specified in its charter)
 
 DELAWARE
(State or other jurisdiction of incorporation or organization)
    
    74-2806888
(I.R.S. Employer Identification No.)4601 COLLEGE BOULEVARD, SUITE 300LEAWOOD, KANSAS
    
    66211(Address of principal executive offices)
    
    (Zip Code)
 (913) 327-4200
(Registrants telephone number, including area code)
 Securities registered pursuant to Section 12(b) of the Act:
 Title of Each Class
    
    Name of Each Exchange on Which RegisteredCommon Stock, $0.02 par value
    
    Nasdaq Stock Market, LLCPreferred Stock Purchase Rights
    
    Nasdaq Stock Market, LLC
 Securities registered pursuant to Section 12(g) of the Act: None
 
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  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
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   DOCUMENTS INCORPORATED BY REFERENCE




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Table of Contents
 PART I
    
    
    
    
    3ITEM 1.
    
    BUSINESS
    
    
    3ITEM 1A.
    
    RISK FACTORS
    
    
    17ITEM 1B.
    
    UNRESOLVED STAFF COMMENTS
    
    
    29ITEM 2.
    
    PROPERTIES
    
    
    29ITEM 3.
    
    LEGAL PROCEEDINGS
    
    
    29ITEM 4.
    

[RESERVED]
    
    
    29PART II
    
    
    
    
    30ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
    
    
    30ITEM 6.
    
    SELECTED FINANCIAL DATA
    
    
    32ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
    
    
    33ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    63ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    65ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
    
    
    100ITEM 9A.
    
    CONTROLS AND PROCEDURES
    
    
    100ITEM 9B.
    
    OTHER INFORMATION
    
    
    101PART III
    
    
    
    
    102ITEM 10.
    
    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
    
    
    102ITEM 11.
    
    EXECUTIVE COMPENSATION
    
    
    102ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
    
    
    102ITEM 13.
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
    
    
    102ITEM 14.
    
    PRINCIPAL ACCOUNTING FEES AND SERVICES
    
    
    102PART IV
    
    
    
    
    102ITEM 15.
    
    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
    
    
    102
  2




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PART I
 
 ITEM 1. BUSINESS
 OVERVIEW
 General Overview
  Core Business Segments
  
    
    An EFT Processing Segment, which processes transactions for a network of 9,720 ATMs and
approximately 53,000 POS terminals across Europe, the Middle East and Asia Pacific. We
provide comprehensive electronic payment solutions consisting of ATM network participation;
outsourced ATM and POS management solutions; credit and debit card outsourcing; card issuing
and merchant acquiring services. Through this segment, we also offer a suite of integrated
electronic financial transaction (EFT) software solutions for electronic payment and
transaction delivery systems.
    
    A Prepaid Processing Segment, which provides electronic distribution of prepaid mobile
airtime and other prepaid products and collection services for various payment products,
cards and services. Including terminals operated by unconsolidated subsidiaries, we operate a
network of approximately 498,000 POS terminals providing electronic processing of prepaid
mobile airtime top-up services in Europe, the Middle East, Asia Pacific and North America.
Through this segment, we are one of the largest international providers of prepaid mobile
airtime processing.
    
    A Money Transfer Segment, which provides global consumer-to-consumer money transfer
services. We offer this service through a network of sending agents and Company-owned stores
primarily in Europe and North America, disbursing money transfers through a worldwide payer
network. Bill payment and check cashing services are offered primarily in the U.S. Based on
revenues and volumes, through this segment, we are the third-largest global money transfer
company.
  Historical Perspective
     3




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2009 Developments
     BUSINESS SEGMENT OVERVIEW
  EFT PROCESSING SEGMENT
 Overview
   4




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(in millions)
    
    2005
    
    2006
    
    2007
    
    2008
    
    2009EFT processing transactions per year
    
    
    352.5
    
    
    
    455.5
    
    
    
    582.5
    
    
    
    672.2
    
    
    
    703.0
  EFT Processing Products and Services
 Outsourced Management Solutions
   Euronet-Branded ATM Transaction Processing
 ® ® ® ® ® ® ®
   5




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
    
    cash withdrawals,
    
    balance inquiries,
    
    transactions not completed because the relevant card issuer does not give
authorization, and
    
    prepaid telecommunication recharges.
 Card Acceptance or Sponsorship Agreements
  Other Products and Services
      EFT Processing Segment Strategy
  6




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Seasonality
  Significant Customers and Government Contracts
  Competition
  Discontinued Operations
  7




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PREPAID PROCESSING SEGMENT
 Overview
   Sources of Revenue
   
    
    through postpaid accounts, where usage is billed at the end of each billing period,
and
    
    through prepaid accounts, where customers pay in advance by crediting their
accounts prior to usage.
      8




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Prepaid Processing Products and Services
 Prepaid Mobile Airtime Transaction Processing
    (in millions)
    
    2005
    
    2006
    
    2007
    
    2008
    
    2009Prepaid processing transactions per year
    
    
    348.0
    
    
    
    457.8
    
    
    
    634.8
    
    
    
    713.1
    
    
    
    777.1
 Retailer and Distributor Contracts
   Other Products and Services
  Prepaid Processing Segment Strategy
  9




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Seasonality
  Significant Customers and Government Contracts
  Competition
    MONEY TRANSFER SEGMENT
 Overview
    10




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Money Transfer Services
  Sources of Revenue
  Money Transfer Segment Strategy
  Seasonality
  Significant Customers and Government Contracts
  Competition
  11




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PRODUCT RESEARCH, DEVELOPMENT AND ENHANCEMENT
    FINANCIAL INFORMATION BY GEOGRAPHIC AREA
  EMPLOYEES
  GOVERNMENT REGULATION
     12




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Money Transfer and Payment Instrument Licensing
     Escheat Regulations
  Privacy and Information Security Regulations
   13




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Money Transfer Compliance Policies and Programs
  INTELLECTUAL PROPERTY
      14




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EXECUTIVE OFFICERS OF THE REGISTRANT
  Name
    
    Age

    
    Served Since
    
    Position HeldMichael J. Brown
    
    
    53
    
    
    July 1994
    
    Chairman and Chief Executive OfficerKevin J. Caponecchi
    
    
    43
    
    
    July 2007
    
    PresidentRick L. Weller
    
    
    52
    
    
    November 2002
    
    Executive Vice President  Chief Financial OfficerJeffrey B. Newman
    
    
    55
    
    
    December 1996
    
    Executive Vice President  General CounselJuan C. Bianchi
    
    
    39
    
    
    April 2007
    
    Executive Vice President  Managing Director, Money Transfer SegmentNikos Fountas
    
    
    46
    
    
    September 2009
    
    Senior Vice President  Managing Director, Europe EFT Processing SegmentGareth Gumbley
    
    
    37
    
    
    May 2008
    
    Senior Vice President  Managing Director, Prepaid Processing Segment
        15




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Departure of Directors or Certain Officers
  AVAILABILITY OF REPORTS, CERTAIN COMMITTEE CHARTERS AND OTHER INFORMATION
    16




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ITEM 1A. RISK FACTORS
 You should carefully consider the risks described below before making an investment decision. The
risks and uncertainties described below are not the only ones facing our company. Additional risks
and uncertainties not presently known to us or that we currently deem immaterial may also impair
our business operations.
 If any of the following risks actually occurs, our business, financial condition or results of
operations could be materially adversely affected. In that case, the trading price of our common
stock could decline substantially.
 This Annual Report also contains forward-looking statements that involve risks and
uncertainties. Our actual results could differ materially from those anticipated in the
forward-looking statements as a result of a number of factors, including the risks described below
and elsewhere in this Annual Report.
 Risks Related to Our Business
 We have a substantial amount of debt and other contractual commitments, and the cost of servicing
those obligations could adversely affect our business, and such risk could increase if we incur
more debt. We may be required to prepay our obligations under the secured syndicated credit
facility.
  
    
    our ability to obtain any necessary financing in the future for
working capital, capital expenditures, debt service requirements or
other purposes may be limited or financing may be unavailable;
    
    a substantial portion of our cash flows must be dedicated to the
payment of principal and interest on our indebtedness and other
obligations and will not be available for use in our business;
    
    our level of indebtedness could limit our flexibility in planning
for, or reacting to, changes in our business and the markets in
which we operate;
    
    our high degree of indebtedness will make us more vulnerable to
changes in general economic conditions and/or a downturn in our
business, thereby making it more difficult for us to satisfy our
obligations; and
    
    because a portion of our debt bears interest at a variable rate of
interest, our actual debt service obligations could increase as a
result of adverse changes in interest rates.
     17




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In the event that we need debt financing in the future, recent uncertainty in the credit markets
could affect our ability to obtain debt financing on reasonable terms.
  Increases in interest rates will adversely impact our results from operations.
  Our business may suffer from risks related to acquisitions and potential future acquisitions.
  
    
    The integration plans for our acquisitions are based on benefits that involve
assumptions as to future events, including leveraging our existing relationships with
mobile phone operators and retailers, as well as general business and industry conditions,
many of which are beyond our control and may not materialize. Unforeseen factors may offset
components of our integration plans in whole or in part. As a result, our actual results
may vary considerably, or be considerably delayed, compared to our estimates;
    
    The integration process could disrupt the activities of the businesses that are being
combined. The combination of companies requires, among other things, coordination of
administrative and other functions. In addition, the loss of key employees, customers or
vendors of acquired businesses could materially and adversely impact the integration of the
acquired business;
    
    The execution of our integration plans may divert the attention of our management from
other key responsibilities;
    
    We may assume unanticipated liabilities and contingencies; or
    
    Our acquisition targets could fail to perform in accordance with our expectations at the
time of purchase.
  We may be required to recognize additional impairment charges related to long-lived assets and
goodwill recorded in connection with our acquisitions.
   18




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A lack of business opportunities or financial or other resources may impede our ability to continue
to expand at desired levels, and our failure to expand operations could have an adverse impact on
our financial condition.
  
    
    the demand for our ATM services in our current target markets;
    
    the ability to locate appropriate ATM sites and obtain necessary approvals for the
installation of ATMs;
    
    the ability to install ATMs in an efficient and timely manner;
    
    the expansion of our business into new countries as currently planned;
    
    entering into additional card acceptance and ATM outsourcing agreements with banks;
    
    the ability to renew existing agreements with customers;
    
    the ability to obtain sufficient numbers of ATMs on a timely basis; and
    
    the availability of financing for the expansion.
   
    
    the ability to negotiate new agreements, and renew existing agreements, in these markets
with mobile phone operators, banks and retailers;
    
    the acceptance and popularity of additional prepaid products such as prepaid gift and
debit cards, prepaid vouchers, transport payments, lottery payments and bill payment;
    
    the continuation of the trend of increased use of electronic prepaid mobile airtime
among mobile phone users;
    
    the continuation of the trend of increased use of electronic money transfer and bill
payment among immigrant workers;
    
    the increase in the number of prepaid mobile phone users; and
    
    the availability of financing for the expansion.
  We are subject to business cycles, seasonality and other outside factors that may negatively affect
our business.
   19




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A prolonged economic slowdown or lengthy or severe recession in the U.S. or elsewhere could harm
our operations.
  The growth and profitability of our prepaid business is dependent on certain factors that vary from
market to market.
  Our prepaid mobile airtime top-up and money transfer businesses may be susceptible to fraud and/or
credit risks occurring at the retailer and/or consumer level.
   Because we typically enter into short-term contracts with mobile phone operators and retailers, our
top-up business is subject to the risk of non-renewal of those contracts, or renewal under less
favorable terms.
  20




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The processes and systems we employ may be subject to patent protection by other parties.
  The stability and growth of our EFT Processing Segment depend on maintaining our current card
acceptance and ATM management agreements with banks and international card organizations, and on
securing new arrangements for card acceptance and ATM management.
   Retaining the founder and key executives of our company, and of companies that we acquire, and
finding and retaining qualified personnel is important to our continued success.
   21




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Our operating results depend in part on the volume of transactions on ATMs in our network and the
fees we can collect from processing these transactions. We generally have little control over the
ATM transaction fees established in the markets where we operate, and therefore, cannot control any
potential reductions in these fees.
  
    
    the increased issuance of credit and debit cards;
    
    the increased acceptance of our ATM processing and management services in our target
markets;
    
    the maintenance of the level of transaction fees we receive;
    
    the installation of larger numbers of ATMs; and
    
    the continued use of our ATMs by credit and debit cardholders.
   Our operating results in the money transfer business depend in part on continued worker immigration
patterns, our ability to expand our share of the existing electronic market and to expand into new
markets and our ability to continue complying with regulations issued by the Office of Foreign
Assets Control (OFAC), Bank Secrecy Act (BSA), Financial Crimes Enforcement Network (FINCEN),
PATRIOT Act regulations or any other existing or future regulations that impact any aspect of our
money transfer business.
    Changes in state, federal or foreign laws, rules and regulations could impact the money transfer
industry, making it more difficult for our customers to initiate money transfers.
  22




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Changes in banking industry regulation and practice could make it more difficult for us and our
agents to maintain depository accounts with banks.
  Developments in electronic financial transactions could materially reduce our transaction levels
and revenues.
   In some cases, we are dependent upon international card organizations and national transaction
processing switches to provide assistance in obtaining settlement from card issuers of funds
relating to transactions on our ATMs.
  Because our business is highly dependent on the proper operation of our computer network and
telecommunications connections, significant technical disruptions to these systems would adversely
affect our revenues and financial results.
  We are subject to the risks of liability for fraudulent bankcard and other card transactions
involving a breach in our security systems, breaches of our information security policies or
safeguards, as well as for ATM theft and vandalism.
  23




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We could incur substantial losses if one of the third party depository institutions we use in our
operations were to fail.
  We are required under German law and the rules of
financial transaction switching networks in all
of our markets to have sponsors to operate ATMs and switch ATM transactions. Our failure to
secure sponsor arrangements in Germany or any other market could prevent us from doing business
in that market.
   If we are unable to maintain our money transfer agent and correspondent networks, our business may
be adversely affected.
  24




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If consumer confidence in our money transfer business or brands declines, our business may be
adversely affected.
  Our money transfer service offerings are dependent on financial institutions to provide such
offerings.
  Our competition in the EFT Processing Segment, Prepaid Processing Segment and Money Transfer
Segment include large, well financed companies and financial institutions larger than us with
earlier entry into the market. As a result, we may lack the financial resources and access to
capital needed to capture increased market share.
 EFT Processing Segment
   Prepaid Processing Segment
 Money Transfer Segment
 25




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Competition in our EFT Processing Segment has increased over the last several years, increasing the
risk that certain of our long-term bank outsourcing contracts may be terminated or not renewed upon
expiration.
  We conduct a significant portion of our business in Central and Eastern European countries, and we
have subsidiaries in the Middle East and Asia Pacific, where the risk of continued political,
economic and regulatory change that could impact our operating results is greater than in the U.S.
or Western Europe.
     We conduct business in many international markets with complex and evolving tax rules, including
value added tax rules, which subjects us to international tax compliance risks.
  As allowable under the Internal Revenue Code (the Code), the interest deduction from our
convertible debentures is based on a comparable interest rate for a traditional, nonconvertible,
fixed rate debt instrument with similar terms. This allowable deduction is in excess of the stated
interest rate. This deduction may be deferred, limited or eliminated under certain conditions.
  26




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Increases in taxes could negatively impact our operating results.
  Because we are a multinational company conducting a complex business in many markets worldwide, we
are subject to legal and operational risks related to staffing and management, as well as a broad
array of local legal and regulatory requirements.
  Because we derive our revenues from a multitude of countries with different currencies, our
business is affected by local inflation and foreign currency exchange rates and policies.
   27




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We have various mechanisms in place to discourage takeover attempts, which may reduce or eliminate
our stockholders ability to sell their shares for a premium in a change of control transaction.
  
    
    preferred stock that could be issued by our board of directors to make it more difficult
for a third party to acquire, or to discourage a third party from acquiring, a majority of
our outstanding voting stock;
    
    classification of our directors into three classes with respect to the time for which
they hold office;
    
    supermajority voting requirements to amend the provision in our certificate of
incorporation providing for the classification of our directors into three such classes;
    
    non-cumulative voting for directors;
    
    control by our board of directors of the size of our board of directors;
    
    limitations on the ability of stockholders to call special meetings of stockholders; and
    
    advance notice requirements for nominations of candidates for election to our board of
directors or for proposing matters that can be acted upon by our stockholders at
stockholder meetings.
  Our directors and officers, together with the entities with which they are associated, owned
approximately 9% of our Common Stock as of December 31, 2009, giving them significant control over
decisions related to our Company.
  We are authorized to issue up to a total of 90 million shares of Common Stock, potentially
diluting equity ownership of current holders and the share price of our Common Stock.
  An additional 9.8 million shares of Common Stock, representing 19% of the shares outstanding as of
December 31, 2009, could be added to our total Common Stock outstanding through the exercise of
options or the issuance of additional shares of our Common Stock pursuant to existing convertible
debt and other agreements. Once issued, these shares of Common Stock could be traded into the
market and result in a decrease in the market price of our Common Stock.
  28




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ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
    
 ITEM 3. LEGAL PROCEEDINGS
    
 ITEM
4. [RESERVED]
 29




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PART II
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
 MARKET INFORMATION
  2009
    
    2008For the quarters ended
    
    High
    
    Low
    
    High
    
    LowDecember 31
    
    $
    25.30
    
    
    $
    20.71
    
    
    $
    16.68
    
    
    $
    6.87September 30
    
    $
    25.09
    
    
    $
    17.73
    
    
    $
    20.36
    
    
    $
    15.36June 30
    
    $
    20.43
    
    
    $
    12.59
    
    
    $
    20.14
    
    
    $
    16.28March 31
    
    $
    13.65
    
    
    $
    7.57
    
    
    $
    30.57
    
    
    $
    19.07
 DIVIDENDS
  HOLDERS
  PRIVATE PLACEMENTS AND ISSUANCES OF EQUITY
  STOCK PERFORMANCE GRAPH
   30




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®
 EQUITY COMPENSATION PLAN INFORMATION
  Number ofsecuritiesremainingavailable forfuture issuanceNumber of
    
    
    
    
    
    
    under equitysecurities to be
    
    
    
    
    
    
    compensationissued upon
    
    
    Weighted average
    
    
    plans (excludingexercise of
    
    
    exercise price of
    
    
    securitiesoutstanding
    
    
    outstanding
    
    
    reflected inoptions and rights
    
    
    options and rights
    
    
    column (a))Plan category
    
    (a)
    
    
    (b)
    
    
    (c)Equity compensation plans approved by security holders:
    
    
    
    
    
    
    
    
    
    
    4,068,228Stock option awards
    
    
    3,934,549
    
    
    $
    13.76Restricted
stock unit awards
    
    
    1,295,179
    
    
    
    Equity compensation plans not approved by security holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    5,229,728
    
    
    
    10.35
    
    
    
    4,068,228
 31




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ITEM 6. SELECTED FINANCIAL DATA
  Year Ended December 31,(dollar amounts in thousands, except as noted)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Consolidated statements of operations data:Revenues
    
    $
    1,032,694
    
    
    $
    1,045,665
    
    
    $
    902,666
    
    
    $
    615,376
    
    
    $
    531,159Operating expenses (1)
    
    
    904,406
    
    
    
    1,138,435
    
    
    
    779,435
    
    
    
    536,014
    
    
    
    461,007Depreciation and amortization
    
    
    56,023
    
    
    
    56,251
    
    
    
    46,997
    
    
    
    28,590
    
    
    
    22,800Operating income (loss) (1)
    
    
    72,265
    
    
    
    (149,021
    )
    
    
    76,234
    
    
    
    50,772
    
    
    
    47,352Other expenses, net
    
    
    (17,026
    )
    
    
    (52,896
    )
    
    
    (6,277
    )
    
    
    (1,272
    )
    
    
    (16,458
    )Income from unconsolidated affiliates
    
    
    1,934
    
    
    
    1,250
    
    
    
    908
    
    
    
    660
    
    
    
    1,185Income (loss) from continuing operations
before income taxes
    
    
    57,173
    
    
    
    (200,667
    )
    
    
    70,865
    
    
    
    50,160
    
    
    
    32,079Income tax (expense) benefit
    
    
    (25,836
    )
    
    
    7,337
    
    
    
    (34,038
    )
    
    
    (15,676
    )
    
    
    (12,672
    )Income (loss) from continuing operations
    
    $
    31,337
    
    
    $
    (193,330
    )
    
    $
    36,827
    
    
    $
    34,484
    
    
    $
    19,407Earnings (loss) per share from continuing operations:Basic
    
    $
    0.59
    
    
    $
    (3.91
    )
    
    $
    0.77
    
    
    $
    0.90
    
    
    $
    0.53Diluted
    
    $
    0.58
    
    
    $
    (3.91
    )
    
    $
    0.74
    
    
    $
    0.87
    
    
    $
    0.50Consolidated balance sheet data:Assets
    
    $
    1,412,679
    
    
    $
    1,405,644
    
    
    $
    1,850,449
    
    
    $
    1,107,674
    
    
    $
    905,785Debt obligations, long-term portion
    
    
    320,283
    
    
    
    294,355
    
    
    
    491,923
    
    
    
    289,795
    
    
    
    244,768Capital lease obligations, long-term portion
    
    
    1,997
    
    
    
    6,356
    
    
    
    11,520
    
    
    
    13,305
    
    
    
    12,229Summary network data:Number of operational ATMs at end of period
    
    
    9,720
    
    
    
    10,128
    
    
    
    11,347
    
    
    
    8,885
    
    
    
    7,211EFT processing transactions during the period (millions)
    
    
    703.0
    
    
    
    672.2
    
    
    
    582.5
    
    
    
    455.5
    
    
    
    352.5Number of operational prepaid processing POS terminals
at end of period (rounded)
    
    
    498,000
    
    
    
    430,000
    
    
    
    396,000
    
    
    
    296,000
    
    
    
    237,000Prepaid processing transactions during the period
(millions)
    
    
    777.1
    
    
    
    713.1
    
    
    
    634.8
    
    
    
    457.8
    
    
    
    348.0Money transfer transactions during the period (millions)
    
    
    17.6
    
    
    
    16.7
    
    
    
    12.0
    
    
    
    0.3
    
    
    
    0.1
 
 (1)
    
    The results of 2009 and 2008 include non-cash charges related to impairment of goodwill
and acquired intangible assets of $9.9 million and $220.1 million, respectively. The results
for 2007 include a benefit of $12.2 million for a federal excise tax refund.  32




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##### 



ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 COMPANY OVERVIEW, GEOGRAPHIC LOCATIONS AND PRINCIPAL PRODUCTS AND SERVICES
  
    
    An EFT Processing Segment, which processes transactions for a network of 9,720 ATMs
and approximately 53,000 POS terminals across Europe, the Middle East and Asia Pacific. We
provide comprehensive electronic payment solutions consisting of ATM network
participation, outsourced ATM and POS management solutions, credit and debit card
outsourcing and electronic recharge services for prepaid mobile airtime. Through this
segment, we also offer a suite of integrated electronic financial transaction (EFT)
software solutions for electronic payment and transaction delivery systems.
    
    A Prepaid Processing Segment, which provides electronic distribution of prepaid
mobile airtime and other prepaid products and collection services for various prepaid
products, cards and services. Including terminals operated by unconsolidated subsidiaries,
we operate a network of approximately 498,000 POS terminals providing electronic
processing of prepaid mobile airtime top-up services in Europe, the Middle East, Asia
Pacific and North America.
    
    A Money Transfer Segment, which provides global consumer-to-consumer money transfer
services through a sending network of agents and Company-owned stores primarily in North
America and Europe, disbursing money transfers through a worldwide payer network. The
Money Transfer Segment originates and terminates transactions through a network of
approximately 82,200 locations, which include sending agents and Company-owned stores, and
an extensive payer network in more than 100 countries.
  SOURCES OF REVENUES AND CASH FLOW
  EFT Processing Segment
 Prepaid Processing Segment
 33




---



##### 



Money Transfer Segment
 OPPORTUNITIES AND CHALLENGES
  
    
    signing new outsourced ATM and POS terminal management contracts;
    
    increasing transactions processed on our network of owned and operated ATMs;
    
    expansion of our prepaid processing network;
    
    expansion of our money transfer and bill payment network; and
    
    development of our credit and debit card outsourcing business.
 EFT Processing Segment
 
    
    the impact of competition by banks and other ATM operators and service
providers in our current target markets;
    
    the demand for our ATM outsourcing services in our current target markets;
    
    the ability to develop products or services to drive increases in transactions;
    
    the expansion of our various business lines in markets where we operate and in
new markets;
    
    the entrance into additional card acceptance and ATM management agreements with
banks;
    
    the ability to obtain required licenses in markets we intend to enter or expand
services;
    
    the availability of financing for expansion;
    
    the ability to efficiently install ATMs contracted under newly awarded
outsourcing agreements;
    
    the ability to renew existing contracts at profitable rates;
    
    the ability to maintain pricing and interchange fees at current levels;
    
    the ability to expand and sign additional customers for the cross-border
merchant processing and acquiring business; and
    
    the continued development and implementation of our software products and their
ability to interact with other leading products.
    34




---



##### 



Prepaid Processing Segment
 
    
    the ability to negotiate new agreements in additional markets with mobile phone
operators, content providers, agent financial institutions and retailers;
    
    the ability to use existing expertise and relationships with mobile operators,
content providers and retailers to our advantage;
    
    the continued use of third-party providers such as ourselves to supply
electronic processing solutions for prepaid content;
    
    the development of mobile phone networks in the markets in which we do business
and the increase in the number of mobile phone users;
    
    the overall pace of growth in the prepaid mobile phone market;
    
    our market share of the retail distribution capacity;
    
    the ability to successfully brand our retail locations;
    
    the level of commission that is paid to the various intermediaries in the
prepaid distribution chain;
    
    our ability to add new and differentiated prepaid products in addition to those
offered by mobile operators;
    
    the ability to take advantage of cross-selling opportunities with our Money
Transfer Segment, including providing money transfer services through our prepaid
locations; and
    
    the availability of financing for further expansion.
  Money Transfer Segment 
 
    
    the continued growth in worker migration and employment opportunities;
    
    the mitigation of economic and political factors that have had an adverse
impact on money transfer volumes, such as changes in the economic sectors in which
immigrants work and the developments in immigration policies in the U.S.;
    
    the continuation of the trend of increased use of electronic money transfer and
bill payment services among immigrant workers and the unbanked population in our markets;
    
    the ability to maintain our agent and correspondent networks;
    
    the ability to offer our products and services or develop new products and
services at competitive prices to drive increases in transactions;
    
    the expansion of our services in markets where we operate and in new markets;
    
    the ability to strengthen our brands;
    
    our ability to fund working capital requirements;
    
    our ability to maintain compliance with the regulatory requirements of the
jurisdictions in which we operate or plan to operate;
    
    the ability to take advantage of cross-selling opportunities with the Prepaid
Processing Segment, including providing prepaid services through RIAs stores and agents
worldwide;
    
    the ability to leverage our banking and merchant/retailer relationships to
expand money transfer corridors to Europe and Asia, including high growth corridors to
Central and Eastern European countries;
    
    the availability of financing for further expansion;
    
    our ability to continue to successfully integrate RIA with our other
operations; and
    
    our ability to successfully expand our agent network in Europe using our
Payment Services Directive license.
  Corporate Services, Eliminations and Other
 35




---



##### 



SEGMENT REVENUES AND OPERATING INCOME (LOSS) FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND
2007
 Revenues
    
    
    Operating Income (Loss)(in thousands)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2009
    
    
    2008
    
    
    2007EFT Processing
    
    $
    197,740
    
    
    $
    205,257
    
    
    $
    174,049
    
    
    $
    48,190
    
    
    $
    38,306
    
    
    $
    36,147Prepaid Processing
    
    
    602,075
    
    
    
    609,106
    
    
    
    569,858
    
    
    
    49,446
    
    
    
    (4,659
    )
    
    
    52,813Money Transfer
    
    
    232,879
    
    
    
    231,302
    
    
    
    158,759
    
    
    
    (354
    )
    
    
    (157,150
    )
    
    
    7,130Total
    
    
    1,032,694
    
    
    
    1,045,665
    
    
    
    902,666
    
    
    
    97,282
    
    
    
    (123,503
    )
    
    
    96,090Corporate services
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25,017
    )
    
    
    (25,518
    )
    
    
    (19,856
    )Total
    
    $
    1,032,694
    
    
    $
    1,045,665
    
    
    $
    902,666
    
    
    $
    72,265
    
    
    $
    (149,021
    )
    
    $
    76,234
 SUMMARY
    Impact of changes in foreign currency exchange rates
  36




---



##### 



Average Translation Rate2008Year Ended
    
    Year Ended
    
    Year Ended
    
    2009
    
    IncreaseDecember 31,
    
    December 31,
    
    December 31,
    
    Decrease
    
    (Decrease)Currency
    
    2009
    
    2008
    
    2007
    
    Percent
    
    PercentAustralian dollar
    
    $
    0.7922
    
    
    $
    0.8519
    
    
    $
    0.8380
    
    
    
    (7
    %)
    
    
    2
    %British pound
    
    
    1.5660
    
    
    
    1.8528
    
    
    
    2.0006
    
    
    
    (15
    %)
    
    
    (7
    %)euro
    
    
    1.3938
    
    
    
    1.4707
    
    
    
    1.3699
    
    
    
    (5
    %)
    
    
    7
    %Hungarian forint
    
    
    0.0050
    
    
    
    0.0059
    
    
    
    0.0054
    
    
    
    (15
    %)
    
    
    9
    %Indian rupee
    
    
    0.0207
    
    
    
    0.0232
    
    
    
    0.0242
    
    
    
    (11
    %)
    
    
    (4
    %)Polish zloty
    
    
    0.3235
    
    
    
    0.4200
    
    
    
    0.3623
    
    
    
    (23
    %)
    
    
    16
    %
 COMPARISON OF OPERATING RESULTS FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007  BY
BUSINESS SEGMENT
 EFT PROCESSING SEGMENT
 2009 Compared to 2008
  Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease
    
    
    Increase(Decrease)
    
    
    (Decrease)(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    197,740
    
    
    $
    205,257
    
    
    $
    (7,517
    )
    
    
    (4
    %)Operating expenses:Direct operating costs
    
    
    83,198
    
    
    
    93,414
    
    
    
    (10,216
    )
    
    
    (11
    %)Salaries and benefits
    
    
    30,302
    
    
    
    34,944
    
    
    
    (4,642
    )
    
    
    (13
    %)Selling, general and administrative
    
    
    17,437
    
    
    
    19,398
    
    
    
    (1,961
    )
    
    
    (10
    %)Depreciation and amortization
    
    
    18,613
    
    
    
    19,195
    
    
    
    (582
    )
    
    
    (3
    %)Total operating expenses
    
    
    149,550
    
    
    
    166,951
    
    
    
    (17,401
    )
    
    
    (10
    %)Operating income
    
    $
    48,190
    
    
    $
    38,306
    
    
    $
    9,884
    
    
    
    26
    %Transactions processed (millions)
    
    
    703.0
    
    
    
    672.2
    
    
    
    30.8
    
    
    
    5
    %ATMs as of December 31
    
    
    9,720
    
    
    
    10,128
    
    
    
    (408
    )
    
    
    (4
    %)Average ATMs
    
    
    9,441
    
    
    
    10,554
    
    
    
    (1,113
    )
    
    
    (11
    %)
 Revenues
  37




---



##### 



Direct operating costs
  Gross profit
  Salaries and benefits
  38




---



##### 



Selling, general and administrative
  Depreciation and amortization
  Operating income
  Software sales backlog
  2008 Compared to 2007
  Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease
    
    
    Increase(Decrease)
    
    
    (Decrease)(dollar amounts in thousands)
    
    2008
    
    
    2007
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    205,257
    
    
    $
    174,049
    
    
    $
    31,208
    
    
    
    18
    %Operating expenses:Direct operating costs
    
    
    93,414
    
    
    
    74,879
    
    
    
    18,535
    
    
    
    25
    %Salaries and benefits
    
    
    34,944
    
    
    
    31,874
    
    
    
    3,070
    
    
    
    10
    %Selling, general and administrative
    
    
    19,398
    
    
    
    14,952
    
    
    
    4,446
    
    
    
    30
    %Depreciation and amortization
    
    
    19,195
    
    
    
    16,197
    
    
    
    2,998
    
    
    
    19
    %Total operating expenses
    
    
    166,951
    
    
    
    137,902
    
    
    
    29,049
    
    
    
    21
    %Operating income
    
    $
    38,306
    
    
    $
    36,147
    
    
    $
    2,159
    
    
    
    6
    %Transactions processed (millions)
    
    
    672.2
    
    
    
    582.5
    
    
    
    89.7
    
    
    
    15
    %ATMs as of December 31
    
    
    10,128
    
    
    
    11,347
    
    
    
    (1,219
    )
    
    
    (11
    %)Average ATMs
    
    
    10,554
    
    
    
    10,025
    
    
    
    529
    
    
    
    5
    %
 Revenues
  39




---



##### 



Direct operating costs
  Gross profit
  Salaries and benefits
  Selling, general and administrative
  Depreciation and amortization
  Operating income
  40




---



##### 



PREPAID PROCESSING SEGMENT
 2009 Compared to 2008
  Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease
    
    
    Increase(Decrease)
    
    
    (Decrease)(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    602,075
    
    
    $
    609,106
    
    
    $
    (7,031
    )
    
    
    (1
    %)Operating expenses:Direct operating costs
    
    
    485,305
    
    
    
    495,971
    
    
    
    (10,666
    )
    
    
    (2
    %)Salaries and benefits
    
    
    28,753
    
    
    
    28,574
    
    
    
    179
    
    
    
    1
    %Selling, general and administrative
    
    
    23,154
    
    
    
    22,098
    
    
    
    1,056
    
    
    
    5
    %Goodwill impairment
    
    
    
    
    
    
    50,681
    
    
    
    (50,681
    )
    
    
    n/mDepreciation and amortization
    
    
    15,417
    
    
    
    16,441
    
    
    
    (1,024
    )
    
    
    (6
    %)Total operating expenses
    
    
    552,629
    
    
    
    613,765
    
    
    
    (61,136
    )
    
    
    (10
    %)Operating income (loss)
    
    $
    49,446
    
    
    $
    (4,659
    )
    
    $
    54,105
    
    
    
    n/mTransactions processed (millions)
    
    
    777.1
    
    
    
    713.1
    
    
    
    64.0
    
    
    
    9
    %
 
  Revenues
    Direct operating costs
  41




---



##### 



Gross profit
  Salaries and benefits
  Selling, general and administrative
  Goodwill impairment
  Depreciation and amortization
  Operating income (loss)
  42




---



##### 



2008 Compared to 2007
  Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease(Decrease)
    
    
    Increase(dollar amounts in thousands)
    
    2008
    
    
    2007
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    609,106
    
    
    $
    569,858
    
    
    $
    39,248
    
    
    
    7
    %Operating expenses:Direct operating costs
    
    
    495,971
    
    
    
    464,874
    
    
    
    31,097
    
    
    
    7
    %Salaries and benefits
    
    
    28,574
    
    
    
    27,493
    
    
    
    1,081
    
    
    
    4
    %Selling, general and administrative
    
    
    22,098
    
    
    
    20,567
    
    
    
    1,531
    
    
    
    7
    %Goodwill impairment
    
    
    50,681
    
    
    
    
    
    
    
    50,681
    
    
    
    n/mFederal excise tax refund
    
    
    
    
    
    
    (12,191
    )
    
    
    12,191
    
    
    
    n/mDepreciation and amortization
    
    
    16,441
    
    
    
    16,302
    
    
    
    139
    
    
    
    1
    %Total operating expenses
    
    
    613,765
    
    
    
    517,045
    
    
    
    96,720
    
    
    
    19
    %Operating income (loss)
    
    $
    (4,659
    )
    
    $
    52,813
    
    
    $
    (57,472
    )
    
    
    n/mTransactions processed (millions)
    
    
    713.1
    
    
    
    634.8
    
    
    
    78.3
    
    
    
    12
    %
 
  Revenues
   Direct operating costs
  Gross profit
  Salaries and benefits
  43




---



##### 



Selling, general and administrative
  Goodwill impairment
  Federal excise tax refund
  Depreciation and amortization
  Operating income (loss)
  44




---



##### 



MONEY TRANSFER SEGMENT
 2009 Compared to 2008
  Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease
    
    
    Increase(Decrease)
    
    
    (Decrease)(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    232,879
    
    
    $
    231,302
    
    
    $
    1,577
    
    
    
    1
    %Operating expenses:Direct operating costs
    
    
    109,867
    
    
    
    114,457
    
    
    
    (4,590
    )
    
    
    (4
    %)Salaries and benefits
    
    
    54,166
    
    
    
    50,543
    
    
    
    3,623
    
    
    
    7
    %Selling, general and administrative
    
    
    38,716
    
    
    
    34,673
    
    
    
    4,043
    
    
    
    12
    %Goodwill and acquired intangible assets impairment
    
    
    9,884
    
    
    
    169,396
    
    
    
    (159,512
    )
    
    
    n/mDepreciation and amortization
    
    
    20,600
    
    
    
    19,383
    
    
    
    1,217
    
    
    
    6
    %Total operating expenses
    
    
    233,233
    
    
    
    388,452
    
    
    
    (155,219
    )
    
    
    n/mOperating (loss)
    
    $
    (354
    )
    
    $
    (157,150
    )
    
    $
    156,796
    
    
    
    n/mTransactions processed (millions)
    
    
    17.6
    
    
    
    16.7
    
    
    
    0.9
    
    
    
    5
    %
 
  Revenues
   Direct operating costs
  Gross profit
  45




---



##### 



Salaries and benefits
  Selling, general and administrative
  Goodwill and acquired intangible assets impairment
  Depreciation and amortization
  Operating income (loss)
  46




---



##### 



2008 Compared to 2007
   As ReportedYear Ended December 31,
    
    
    Year-over-Year ChangeIncrease(Decrease)
    
    
    Increase(dollar amounts in thousands)
    
    2008
    
    
    2007
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    231,302
    
    
    $
    158,759
    
    
    $
    72,543
    
    
    
    46
    %Operating expenses:Direct operating costs
    
    
    114,457
    
    
    
    83,795
    
    
    
    30,662
    
    
    
    37
    %Salaries and benefits
    
    
    50,543
    
    
    
    32,705
    
    
    
    17,838
    
    
    
    55
    %Selling, general and administrative
    
    
    34,673
    
    
    
    21,459
    
    
    
    13,214
    
    
    
    62
    %Goodwill and acquired intangible assets impairment
    
    
    169,396
    
    
    
    
    
    
    
    169,396
    
    
    
    n/mDepreciation and amortization
    
    
    19,383
    
    
    
    13,670
    
    
    
    5,713
    
    
    
    42
    %Total operating expenses
    
    
    388,452
    
    
    
    151,629
    
    
    
    236,823
    
    
    
    156
    %Operating income (loss)
    
    $
    (157,150
    )
    
    $
    7,130
    
    
    $
    (164,280
    )
    
    
    n/mTransactions processed (millions)
    
    
    16.7
    
    
    
    12.0
    
    
    
    4.7
    
    
    
    39
    %
 
  47




---



##### 



Year Ended December 31,
    
    
    Year-over-Year ChangeIncrease2007
    
    
    (Decrease)
    
    
    Increase(dollar amounts in thousands)
    
    2008
    
    
    Pro Forma
    
    
    Amount
    
    
    Percent(unaudited)Total revenues
    
    $
    231,302
    
    
    $
    204,948
    
    
    $
    26,354
    
    
    
    13
    %Operating expenses:Direct operating costs
    
    
    114,457
    
    
    
    108,589
    
    
    
    5,868
    
    
    
    5
    %Salaries and benefits
    
    
    50,543
    
    
    
    42,383
    
    
    
    8,160
    
    
    
    19
    %Selling, general and administrative
    
    
    34,673
    
    
    
    27,444
    
    
    
    7,229
    
    
    
    26
    %Goodwill and acquired intangible assets impairment
    
    
    169,396
    
    
    
    
    
    
    
    169,396
    
    
    
    n/mDepreciation and amortization
    
    
    19,383
    
    
    
    17,700
    
    
    
    1,683
    
    
    
    10
    %Total operating expenses
    
    
    388,452
    
    
    
    196,116
    
    
    
    192,336
    
    
    
    98
    %Operating income (loss)
    
    $
    (157,150
    )
    
    $
    8,832
    
    
    $
    (165,982
    )
    
    
    n/mTransactions processed (millions)
    
    
    16.7
    
    
    
    15.5
    
    
    
    1.2
    
    
    
    8
    %
 
  Comparison of pro forma operating results
  Revenues
   Direct operating costs
  Gross profit
  48




---



##### 



Salaries and benefits
  Selling, general and administrative
  Goodwill and acquired intangible assets impairment
  Depreciation and amortization
  Operating income (loss)
  49




---



##### 



CORPORATE SERVICES
  Year-over-Year Change2009Increase
    
    
    2008Year Ended December 31,
    
    
    (Decrease)
    
    
    Increase(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    2007
    
    
    Percent
    
    
    PercentSalaries and benefits
    
    $
    16,226
    
    
    $
    15,037
    
    
    $
    13,217
    
    
    
    8
    %
    
    
    14
    %Selling, general and administrative
    
    
    7,398
    
    
    
    9,249
    
    
    
    5,811
    
    
    
    (20
    %)
    
    
    59
    %Depreciation and amortization
    
    
    1,393
    
    
    
    1,232
    
    
    
    828
    
    
    
    13
    %
    
    
    49
    %Total operating expenses
    
    $
    25,017
    
    
    $
    25,518
    
    
    $
    19,856
    
    
    
    (2
    %)
    
    
    29
    %
   OTHER INCOME (EXPENSE)
 Year-over-Year Change2009
    
    
    2008Increase
    
    
    IncreaseYear Ended December 31,
    
    
    (Decrease)
    
    
    (Decrease)(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    2007
    
    
    Percent
    
    
    PercentInterest income
    
    $
    3,250
    
    
    $
    10,611
    
    
    $
    16,250
    
    
    
    (69
    %)
    
    
    (35
    %)Interest expense
    
    
    (25,716
    )
    
    
    (36,351
    )
    
    
    (37,597
    )
    
    
    (29
    %)
    
    
    (3
    %)Income from unconsolidated affiliates
    
    
    1,934
    
    
    
    1,250
    
    
    
    908
    
    
    
    55
    %
    
    
    38
    %Gain on sale of (impairment loss on) investment securities
    
    
    1,751
    
    
    
    (18,760
    )
    
    
    
    
    
    
    n/m
    
    
    
    n/mGain (loss) on early retirement of debt
    
    
    (254
    )
    
    
    1,425
    
    
    
    (427
    )
    
    
    n/m
    
    
    
    n/mForeign currency exchange gain (loss), net
    
    
    3,943
    
    
    
    (9,821
    )
    
    
    15,497
    
    
    
    n/m
    
    
    
    n/mTotal other expense, net
    
    $
    (15,092
    )
    
    $
    (51,646
    )
    
    $
    (5,369
    )
    
    
    n/m
    
    
    
    n/m
 
 n/m
    
    Not meaningful. Interest income
   50




---



##### 



Interest expense
   Income from unconsolidated affiliates
  Gain on sale of (impairment loss on) investment securities
  Gain (loss) on early retirement of debt
  Foreign currency exchange gain (loss), net
   51




---



##### 



INCOME TAX EXPENSE
 Year Ended December 31,(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    2007Income (loss) from continuing operations before income taxes
    
    $
    57,173
    
    
    $
    (200,667
    )
    
    $
    70,865Income tax expense (benefit)
    
    
    25,836
    
    
    
    (7,337
    )
    
    
    34,038Income (loss) from continuing operations
    
    $
    31,337
    
    
    $
    (193,330
    )
    
    $
    36,827Effective income tax rate
    
    
    45.2
    %
    
    
    3.7
    %
    
    
    48.0
    %Income (loss) from continuing operations before income taxes
    
    $
    57,173
    
    
    $
    (200,667
    )
    
    $
    70,865Adjust: Foreign currency exchange gain (loss), net
    
    
    3,943
    
    
    
    (9,821
    )
    
    
    15,497Adjust: Goodwill and acquired intangible assets impairment
    
    
    (9,884
    )
    
    
    (220,077
    )
    
    
    Adjust: Gain (loss) related to investment securities
    
    
    1,751
    
    
    
    (18,760
    )
    
    
    Income from continuing operations before income taxes, as adjusted
    
    $
    61,363
    
    
    $
    47,991
    
    
    $
    55,368Income tax
expense (benefit)
    
    $
    25,836
    
    
    $
    (7,337
    )
    
    $
    34,038Adjust: Income tax expense (benefit) attributable to foreign currency
exchange gain (loss), net
    
    
    29
    
    
    
    (12,896
    )
    
    
    10,524Adjust: Income tax benefit attributable to goodwill
and acquired intangible assets impairment
    
    
    
    
    
    
    (11,916
    )
    
    
    Income tax expense, as adjusted
    
    $
    25,807
    
    
    $
    17,475
    
    
    $
    23,514Effective income tax rate, as adjusted
    
    
    42.1
    %
    
    
    36.4
    %
    
    
    42.5
    %
   52




---



##### 



OTHER
 Discontinued operations, net
   Net income (loss) attributable to noncontrolling interests
  PercentSubsidiary
    
    Owned
    
    SegmentMovilcarga
    
    80%
    
    Prepaid - Spaine-pay SRL
    
    51%
    
    Prepaid - ItalyATX
    
    51%
    
    Prepaid - variousEuronet China
    
    75%
    
    EFT - China
 NET INCOME (LOSS) ATTRIBUTABLE TO EURONET WORLDWIDE, INC.
   53




---



##### 



TRANSLATION ADJUSTMENT
   LIQUIDITY AND CAPITAL RESOURCES
 Working capital
   Operating cash flows
   Investing activity cash flows
   54




---



##### 



Financing activity cash flows
   Other sources of capital
 Credit Facility
     55




---



##### 



Short-term debt obligations
  Convertible debt
   Proceeds from issuance of shares and other capital contributions
   56




---



##### 



Other uses of capital
 Payment obligations related to acquisitions
  Leases
 Capital expenditures and needs
     57




---



##### 



Contingencies
    Other trends and uncertainties
 Cross border merchant processing and acquiring
 Stock plans
   Inflation and functional currencies
  58




---



##### 



OFF BALANCE SHEET ARRANGEMENTS
     
    
    In connection with contracts with financial institutions in the EFT Processing
Segment, we are responsible for damages to ATMs and theft of ATM network cash that,
generally, is not recorded on the Consolidated Balance Sheet. As of December 31, 2009, the
balance of ATM network cash for which we were responsible was approximately $370 million.
We maintain insurance policies to mitigate this exposure;
    
    In connection with the license of proprietary systems to customers, we provide
certain warranties and infringement indemnities to the licensee, which generally warrant
that such systems do not infringe on intellectual property owned by third parties and that
the systems will perform in accordance with their specifications;
    
    We have entered into purchase and service agreements with our vendors and into
consulting agreements with providers of consulting services, pursuant to which we have
agreed to indemnify certain of such vendors and consultants, respectively, against
third-party claims arising from our use of the vendors product or the services of the
vendor or consultant;
    
    In connection with acquisitions and dispositions of subsidiaries, operating units and
business assets, we have entered into agreements containing indemnification provisions,
which are generally described as follows: (i) in connection with acquisitions made by
Euronet, we have agreed to indemnify the seller against third party claims made against
the seller relating to the subject subsidiary, operating unit or asset and arising after
the closing of the transaction, and (ii) in connection with dispositions made by us, we
have agreed to indemnify the buyer against damages incurred by the buyer due to the
buyers reliance on representations and warranties relating to the subject subsidiary,
operating unit or business assets in the disposition agreement if such representations or
warranties were untrue when made;
    
    We have entered into agreements with certain third parties, including banks that provide
fiduciary and other services to Euronet or to our benefit plans. Under such agreements, we
have agreed to indemnify such service providers for third party claims relating to the
carrying out of their respective duties under such agreements; and
    
    In connection with our entry into the money transfer business, we have issued surety
bonds in compliance with licensing requirements of the applicable governmental
authorities.
  59




---



##### 



CONTRACTUAL OBLIGATIONS
  Payments due by periodLess than
    
    
    
    
    
    
    
    
    
    
    More than(in thousands)
    
    Total
    
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 yearsLong-term debt obligations, including interest
    
    $
    377,034
    
    
    $
    20,436
    
    
    $
    229,604
    
    
    $
    126,994
    
    
    $
    Estimated contingent acquisition obligations
    
    
    1,250
    
    
    
    1,250
    
    
    
    
    
    
    
    
    
    
    
    Obligations under capital leases
    
    
    5,201
    
    
    
    2,811
    
    
    
    2,021
    
    
    
    369
    
    
    
    Obligations under operating leases
    
    
    109,393
    
    
    
    23,314
    
    
    
    39,139
    
    
    
    26,344
    
    
    
    20,596Total
    
    $
    492,878
    
    
    $
    47,811
    
    
    $
    270,764
    
    
    $
    153,707
    
    
    $
    20,596
     CRITICAL ACCOUNTING POLICIES AND ESTIMATES
  Accounting for income taxes
  60




---



##### 



Goodwill and other intangible assets
   Impairment or disposal of long-lived assets
  61




---



##### 



Revenue recognition
     IMPACT OF NEW AND EMERGING ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED
  FORWARD-LOOKING STATEMENTS
  
    
    our business plans and financing plans and requirements,
    
    trends affecting our business plans and financing plans and requirements,
    
    trends affecting our business,
    
    the adequacy of capital to meet our capital requirements and expansion plans,
    
    the assumptions underlying our business plans,
    
    business strategy,
    
    government regulatory action,
    
    technological advances, or
    
    projected costs and revenues.
 62




---



##### 



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest rate risk
      Foreign currency exchange rate risk
   63




---



##### 



64




---



##### 



ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 Internal Control
- Integrated Framework
    Internal Control 
Integrated Framework
 Debt
with Conversion and other Options, Noncontrolling Interests,
 /s/ KPMG LLP 
 65




---



##### 



CONSOLIDATED FINANCIAL STATEMENTS
 EURONET WORLDWIDE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands, except share data)
 As of December 31,2009
    
    
    2008ASSETSCurrent assets:Cash and cash equivalents
    
    $
    183,528
    
    
    $
    181,341Restricted cash
    
    
    73,148
    
    
    
    131,025Inventory  PINs and other
    
    
    87,661
    
    
    
    61,279Trade accounts receivable, net of allowances for doubtful accounts of $13,909 at
December 31, 2009 and $9,445 at December 31, 2008
    
    
    282,905
    
    
    
    261,084Prepaid expenses and other current assets
    
    
    31,344
    
    
    
    38,026Current assets of discontinued operations
    
    
    
    
    
    
    3,729Total current assets
    
    
    658,586
    
    
    
    676,484Property and equipment, net of accumulated depreciation of $153,255 at
December 31, 2009 and $125,258 at December 31, 2008
    
    
    96,592
    
    
    
    89,532Goodwill
    
    
    504,650
    
    
    
    488,305Acquired intangible assets, net of accumulated amortization of $88,924 at
December 31, 2009 and $62,920 at December 31, 2008
    
    
    112,948
    
    
    
    125,313Other assets, net of accumulated amortization of $16,866 at December 31, 2009
and $15,785 at December 31, 2008
    
    
    39,903
    
    
    
    21,957Non-current assets of discontinued operations
    
    
    
    
    
    
    4,053Total assets
    
    $
    1,412,679
    
    
    $
    1,405,644LIABILITIES AND EQUITYCurrent liabilities:Trade accounts payable
    
    $
    228,768
    
    
    $
    245,671Accrued expenses and other current liabilities
    
    
    225,474
    
    
    
    226,191Current portion of capital lease obligations
    
    
    2,510
    
    
    
    4,614Short-term debt obligations and current portion of long-term debt obligations
    
    
    3,127
    
    
    
    68,646Income taxes payable
    
    
    18,379
    
    
    
    16,590Deferred revenue
    
    
    13,320
    
    
    
    14,914Current liabilities of discontinued operations
    
    
    
    
    
    
    3,359Total current liabilities
    
    
    491,578
    
    
    
    579,985Debt obligations, net of current portion
    
    
    320,283
    
    
    
    294,355Capital lease obligations, net of current portion
    
    
    1,997
    
    
    
    6,356Deferred income taxes
    
    
    23,854
    
    
    
    21,119Other long-term liabilities
    
    
    8,464
    
    
    
    7,919Total liabilities
    
    
    846,176
    
    
    
    909,734Equity:Euronet Worldwide, Inc. stockholders equityPreferred Stock, $0.02 par value. Authorized 10,000,000 shares; none issued
    
    
    
    
    
    
    Common Stock, $0.02 par value. 90,000,000 shares authorized; 51,101,833
issued at December 31, 2009 and 50,605,909 issued at December 31, 2008
    
    
    1,022
    
    
    
    1,012Additional paid-in-capital
    
    
    740,990
    
    
    
    729,907Treasury stock, at cost, 241,644 shares at December 31, 2009 and 225,072 shares
at December 31, 2008
    
    
    (1,483
    )
    
    
    (784
    )Accumulated deficit
    
    
    (203,139
    )
    
    
    (233,456
    )Restricted reserve
    
    
    1,013
    
    
    
    996Accumulated other comprehensive income (loss)
    
    
    20,566
    
    
    
    (9,350
    )Total Euronet Worldwide, Inc. stockholders equity
    
    
    558,969
    
    
    
    488,325Noncontrolling interests
    
    
    7,534
    
    
    
    7,585Total equity
    
    
    566,503
    
    
    
    495,910Total liabilities and equity
    
    $
    1,412,679
    
    
    $
    1,405,644
  66




---



##### 



EURONET WORLDWIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except share and per share data)
 Year Ended December 31,2009
    
    
    2008
    
    
    2007Revenues:EFT Processing Segment
    
    $
    197,740
    
    
    $
    205,257
    
    
    $
    174,049Prepaid Processing Segment
    
    
    602,075
    
    
    
    609,106
    
    
    
    569,858Money Transfer Segment
    
    
    232,879
    
    
    
    231,302
    
    
    
    158,759Total revenues
    
    
    1,032,694
    
    
    
    1,045,665
    
    
    
    902,666Operating expenses:Direct operating costs
    
    
    678,370
    
    
    
    703,842
    
    
    
    623,548Salaries and benefits
    
    
    129,447
    
    
    
    129,098
    
    
    
    105,289Selling, general and administrative
    
    
    86,705
    
    
    
    85,418
    
    
    
    62,789Goodwill and acquired intangible assets impairment
    
    
    9,884
    
    
    
    220,077
    
    
    
    Federal excise tax refund
    
    
    
    
    
    
    
    
    
    
    (12,191
    )Depreciation and amortization
    
    
    56,023
    
    
    
    56,251
    
    
    
    46,997Total operating expenses
    
    
    960,429
    
    
    
    1,194,686
    
    
    
    826,432Operating income (loss)
    
    
    72,265
    
    
    
    (149,021
    )
    
    
    76,234Other income (expense):Interest income
    
    
    3,250
    
    
    
    10,611
    
    
    
    16,250Interest expense
    
    
    (25,716
    )
    
    
    (36,351
    )
    
    
    (37,597
    )Income from unconsolidated affiliates
    
    
    1,934
    
    
    
    1,250
    
    
    
    908Gain on sale of (impairment loss on) investment securities
    
    
    1,751
    
    
    
    (18,760
    )
    
    
    Gain (loss) on early retirement of debt
    
    
    (254
    )
    
    
    1,425
    
    
    
    (427
    )Foreign currency exchange gain (loss), net
    
    
    3,943
    
    
    
    (9,821
    )
    
    
    15,497Other  expense, net
    
    
    (15,092
    )
    
    
    (51,646
    )
    
    
    (5,369
    )Income (loss) from continuing operations
before income taxes
    
    
    57,173
    
    
    
    (200,667
    )
    
    
    70,865Income tax (expense) benefit
    
    
    (25,836
    )
    
    
    7,337
    
    
    
    (34,038
    )Income (loss) from continuing operations
    
    
    31,337
    
    
    
    (193,330
    )
    
    
    36,827Discontinued operations, net
    
    
    475
    
    
    
    (1,071
    )
    
    
    967Net income (loss)
    
    
    31,812
    
    
    
    (194,401
    )
    
    
    37,794Net (income) loss attributable to noncontrolling interests
    
    
    (1,495
    )
    
    
    935
    
    
    
    (2,040
    )Net income (loss) attributable to Euronet Worldwide, Inc.
    
    $
    30,317
    
    
    $
    (193,466
    )
    
    $
    35,754Earnings
(loss) per share  attributable to Euronet
Worldwide, Inc. stockholders  basic:Continuing operations
    
    $
    0.59
    
    
    $
    (3.91
    )
    
    $
    0.77Discontinued operations
    
    
    0.01
    
    
    
    (0.02
    )
    
    
    0.02Total
    
    $
    0.60
    
    
    $
    (3.93
    )
    
    $
    0.79Basic weighted average shares outstanding
    
    
    50,486,705
    
    
    
    49,180,908
    
    
    
    45,260,803Earnings (loss) per share attributable to Euronet
Worldwide, Inc. stockholders   diluted:Continuing operations
    
    $
    0.58
    
    
    $
    (3.91
    )
    
    $
    0.74Discontinued operations
    
    
    0.01
    
    
    
    (0.02
    )
    
    
    0.02Total
    
    $
    0.59
    
    
    $
    (3.93
    )
    
    $
    0.76Diluted weighted average shares outstanding
    
    
    51,482,723
    
    
    
    49,180,908
    
    
    
    46,850,598
  67




---



##### 



EURONET WORLDWIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Changes in Equity
(in thousands, except share data)
 No. of
    
    
    
    
    
    
    AdditionalShares
    
    
    Common
    
    
    Paid in
    
    
    Treasury
    
    
    Subscription
    
    
    AccumulatedOutstanding
    
    
    Stock
    
    
    Capital
    
    
    Stock
    
    
    Receivable
    
    
    DeficitBalance at December 31, 2006
    
    
    37,440,027
    
    
    
    749
    
    
    
    399,989
    
    
    
    (196
    )
    
    
    (170
    )
    
    
    (75,744
    )Comprehensive income (loss):Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,754Translation adjustmentUnrealized loss on interest rate swapsUnrealized gain on available-for-sale securitiesComprehensive incomeStock issued under employee stock plans
    
    
    809,313
    
    
    
    19
    
    
    
    8,177
    
    
    
    (191
    )
    
    
    170Share-based compensation
    
    
    
    
    
    
    
    
    
    
    7,799
    
    
    
    8Shares issued for acquisitions
    
    
    4,329,035
    
    
    
    87
    
    
    
    149,594Private placement of shares
    
    
    6,374,528
    
    
    
    128
    
    
    
    154,192Other
    
    
    
    
    
    
    
    
    
    
    69Balance at December 31, 2007
    
    
    48,952,903
    
    
    
    983
    
    
    
    719,820
    
    
    
    (379
    )
    
    
    
    
    
    
    (39,990
    )Comprehensive income (loss):Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (193,466
    )Translation adjustmentUnrealized gain on interest rate swapsUnrealized loss on available-for-sale securitiesComprehensive lossStock issued under employee stock plans
    
    
    313,384
    
    
    
    7
    
    
    
    1,793
    
    
    
    (485
    )Share-based compensation
    
    
    
    
    
    
    
    
    
    
    8,579Settlement of contingent value rights
    
    
    1,114,550
    
    
    
    22
    
    
    
    (22
    )Other
    
    
    
    
    
    
    
    
    
    
    (263
    )
    
    
    80Balance at December 31, 2008
    
    
    50,380,837
    
    
    
    1,012
    
    
    
    729,907
    
    
    
    (784
    )
    
    
    
    
    
    
    (233,456
    )Comprehensive income (loss):Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,317Translation adjustmentUnrealized gain on interest rate swapsUnrealized gain on available-for-sale securitiesReclassification adjustment related to sale of investment securitiesComprehensive incomeStock issued under employee stock plans
    
    
    479,352
    
    
    
    10
    
    
    
    3,148
    
    
    
    (699
    )Share-based compensation
    
    
    
    
    
    
    
    
    
    
    7,933Other
    
    
    
    
    
    
    
    
    
    
    2Balance at December 31, 2009
    
    
    50,860,189
    
    
    $
    1,022
    
    
    $
    740,990
    
    
    $
    (1,483
    )
    
    $
    
    
    
    $
    (203,139
    )
  68




---



##### 



EURONET WORLDWIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Changes in Equity (continued)
(in thousands)
 Accumulated OtherComprehensive Income (Loss)Cumulative
    
    
    OtherRestricted
    
    
    Translation
    
    
    Comprehensive
    
    
    NoncontrollingReserve
    
    
    Adjustment
    
    
    Income (Loss)
    
    
    Interests
    
    
    TotalBalance at December 31, 2006
    
    
    780
    
    
    
    28,823
    
    
    
    
    
    
    
    8,350
    
    
    
    362,581Comprehensive income (loss):Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,040
    
    
    
    37,794Translation adjustment
    
    
    
    
    
    
    41,798
    
    
    
    
    
    
    
    851
    
    
    
    42,649Unrealized loss on interest rate swaps
    
    
    
    
    
    
    
    
    
    
    (994
    )
    
    
    
    
    
    
    (994
    )Unrealized gain on available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    572
    
    
    
    
    
    
    
    572Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,891
    
    
    
    80,021Stock issued under employee stock plans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,175Share-based compensation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,807Shares issued for acquisitions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    149,681Private placement of shares
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    154,320Other
    
    
    177
    
    
    
    
    
    
    
    
    
    
    
    (2,266
    )
    
    
    (2,020
    )Balance at December 31, 2007
    
    
    957
    
    
    
    70,621
    
    
    
    (422
    )
    
    
    8,975
    
    
    
    760,565Comprehensive income (loss):Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (935
    )
    
    
    (194,401
    )Translation adjustment
    
    
    
    
    
    
    (79,261
    )
    
    
    
    
    
    
    (698
    )
    
    
    (79,959
    )Unrealized gain on interest rate swaps
    
    
    
    
    
    
    
    
    
    
    164
    
    
    
    
    
    
    
    164Unrealized loss on available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    (452
    )
    
    
    
    
    
    
    (452
    )Comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,633
    )
    
    
    (274,648
    )Stock issued under employee stock plans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,315Share-based compensation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,579Settlement of contingent value rights
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    39
    
    
    
    
    
    
    
    
    
    
    
    243
    
    
    
    99Balance at December 31, 2008
    
    
    996
    
    
    
    (8,640
    )
    
    
    (710
    )
    
    $
    7,585
    
    
    $
    495,910Comprehensive income (loss):Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,495
    
    
    
    31,812Translation adjustment
    
    
    
    
    
    
    29,206
    
    
    
    
    
    
    
    (22
    )
    
    
    29,184Unrealized gain on interest rate swaps
    
    
    
    
    
    
    
    
    
    
    830
    
    
    
    
    
    
    
    830Unrealized gain on available-for-sale securities
    
    
    
    
    
    
    
    
    
    
    1,631
    
    
    
    
    
    
    
    1,631Reclassification adjustment related to sale of investment securities
    
    
    
    
    
    
    
    
    
    
    (1,751
    )
    
    
    
    
    
    
    (1,751
    )Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,473
    
    
    
    61,706Stock issued under employee stock plans
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,459Share-based compensation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,933Other
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    (1,524
    )
    
    
    (1,505
    )Balance at December 31, 2009
    
    $
    1,013
    
    
    $
    20,566
    
    
    $
    
    
    
    $
    7,534
    
    
    $
    566,503
  69




---



##### 



EURONET WORLDWIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
 Year Ended December 31,2009
    
    
    2008
    
    
    2007Net income (loss)
    
    $
    31,812
    
    
    $
    (194,401
    )
    
    $
    37,794Adjustments to reconcile net income (loss) to net cash provided by operating activities:Depreciation and amortization
    
    
    55,881
    
    
    
    57,208
    
    
    
    48,331Share-based compensation
    
    
    7,932
    
    
    
    8,547
    
    
    
    7,736Unrealized foreign exchange (gain) loss, net
    
    
    (3,875
    )
    
    
    9,662
    
    
    
    (9,296
    )Non-cash impairment of goodwill and acquired intangible assets
    
    
    9,884
    
    
    
    220,077
    
    
    
    (Gain on sale of) impairment loss on investment securities
    
    
    (1,751
    )
    
    
    18,760
    
    
    
    (Gain) loss on repurchase of bonds
    
    
    117
    
    
    
    (2,504
    )
    
    
    Deferred
income taxes
    
    
    (4,179
    )
    
    
    (33,967
    )
    
    
    4,276Income from unconsolidated affiliates
    
    
    (1,934
    )
    
    
    (1,250
    )
    
    
    (908
    )Accretion of convertible debentures discount and amortization of debt issuance costs
    
    
    11,124
    
    
    
    15,296
    
    
    
    13,825Changes in working capital, net of amounts acquired:Income taxes payable, net
    
    
    828
    
    
    
    5,260
    
    
    
    (5,595
    )Restricted cash
    
    
    78,283
    
    
    
    (46,054
    )
    
    
    (17,807
    )Inventory  PINs and other
    
    
    (22,756
    )
    
    
    (19,169
    )
    
    
    3,619Trade accounts receivable
    
    
    43
    
    
    
    (21,363
    )
    
    
    (12,511
    )Prepaid expenses and other current assets
    
    
    9,165
    
    
    
    1,635
    
    
    
    (20,210
    )Trade accounts payable
    
    
    (29,478
    )
    
    
    (20,109
    )
    
    
    7,542Deferred revenue
    
    
    (1,946
    )
    
    
    1,835
    
    
    
    4,853Accrued expenses and other current liabilities
    
    
    (32,252
    )
    
    
    93,052
    
    
    
    14,630Changes in noncurrent assets and liabilities
    
    
    (10,847
    )
    
    
    (1,267
    )
    
    
    2,057Net cash provided by operating activities
    
    
    96,051
    
    
    
    91,248
    
    
    
    78,336Cash flows from investing activities:Acquisitions, net of cash acquired
    
    
    (17,171
    )
    
    
    (5,400
    )
    
    
    (352,684
    )Purchases of property and equipment
    
    
    (33,072
    )
    
    
    (39,710
    )
    
    
    (38,083
    )Purchases of other long-term assets
    
    
    (1,944
    )
    
    
    (3,304
    )
    
    
    (4,224
    )Proceeds from sale (purchases) of investment securities
    
    
    2,981
    
    
    
    
    
    
    
    (19,990
    )Proceeds from sale of net assets of subsidiary
    
    
    7,052
    
    
    
    
    
    
    
    Acquisition escrow
    
    
    
    
    
    
    26,000
    
    
    
    (26,000
    )Other, net
    
    
    2,353
    
    
    
    1,065
    
    
    
    1,044Net cash used in investing activities
    
    
    (39,801
    )
    
    
    (21,349
    )
    
    
    (439,937
    )Cash flows from financing activities:Proceeds from issuance of shares
    
    
    2,108
    
    
    
    1,379
    
    
    
    167,727Net borrowings (repayments) of short-term debt obligations and revolving
credit agreements classified as current liabilities
    
    
    (251
    )
    
    
    581
    
    
    
    (4,862
    )Borrowings from revolving credit agreements classified as non-current liabilities
    
    
    517,900
    
    
    
    270,020
    
    
    
    880,013Repayments of revolving credit agreements classified as non-current liabilities
    
    
    (495,618
    )
    
    
    (315,061
    )
    
    
    (888,950
    )Proceeds from long-term debt obligations
    
    
    
    
    
    
    
    
    
    
    190,000Repayments of long-term debt obligations
    
    
    (71,029
    )
    
    
    (95,375
    )
    
    
    (26,000
    )Repayments of capital lease obligations
    
    
    (7,216
    )
    
    
    (6,811
    )
    
    
    (10,414
    )Cash dividends paid to noncontrolling interests stockholders
    
    
    (2,222
    )
    
    
    
    
    
    
    (2,798
    )Debt issuance costs
    
    
    (1,600
    )
    
    
    (750
    )
    
    
    (3,827
    )Other, net
    
    
    473
    
    
    
    287
    
    
    
    648Net cash provided by (used in) financing activities
    
    
    (57,455
    )
    
    
    (145,730
    )
    
    
    301,537Effect of
exchange rate changes  on cash and cash equivalents
    
    
    2,840
    
    
    
    (9,867
    )
    
    
    6,597Increase (decrease) in cash and cash equivalents
    
    
    1,635
    
    
    
    (85,698
    )
    
    
    (53,467
    )Cash and cash equivalents at beginning of period (includes cash of discontinued
operations of $552 in 2009, $722 in 2008 and $1,446 in 2007)
    
    
    181,893
    
    
    
    267,591
    
    
    
    321,058Cash and cash equivalents at end of period (includes cash of discontinued
operations of $552 in 2008 and $722 in 2007)
    
    $
    183,528
    
    
    $
    181,893
    
    
    $
    267,591Interest paid during the period
    
    $
    13,886
    
    
    $
    22,124
    
    
    $
    24,110Income taxes paid during the period
    
    
    30,378
    
    
    
    23,745
    
    
    
    24,698
  70




---



##### 



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2009, 2008,
AND 2007
 (1) ORGANIZATION
   (2) BASIS OF PREPARATION
   (3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES
 Accounting standards codification
 FASB Accounting
Standards Codification
 Foreign currencies
   71




---



##### 



Cash equivalents
  Inventory  PINs and other
  Property and equipment
   Automated teller machines (ATMs) or ATM upgrades
    
    5  7 yearsComputers and software
    
    3  5 yearsPOS terminals
    
    2  5 yearsVehicles and office equipment
    
    5 yearsATM cassettes
    
    1 yearLeasehold improvements
    
    Over the lesser of the lease term or estimated useful life
 Goodwill and other intangible assets
  Other Intangibles 
 Non-compete agreements
    
    2  5 yearsTrademarks and trade names
    
    2  20 yearsDeveloped software technology
    
    3 yearsCustomer relationships
    
    3  9 yearsPatents
    
    7 years
  Other assets
  72




---



##### 



Convertible debentures
  Noncontrolling interests
  Business combinations
  Income taxes
    73




---



##### 



Presentation of taxes collected and remitted to governmental authorities
  Fair value measurements
  Accounting for derivative instruments and hedging activities
     Revenue recognition
  EFT Processing 
  74




---



##### 



Prepaid Processing 
 Money Transfer 
 Software capitalization
 Computer software to be sold 
 75




---



##### 



Software for internal use 
 Share-based compensation
   Subsequent events
  Recent accounting pronouncements
  76




---



##### 



(4) EARNINGS (LOSS) PER SHARE
  Year Ended December 31,2009
    
    
    2007Computation of diluted weighted average shares outstanding:Basic weighted average shares outstanding
    
    
    50,486,705
    
    
    
    45,260,803Incremental shares from assumed conversion of stock options
and restricted stock
    
    
    996,018
    
    
    
    1,111,646Weighted average shares issuable in connection with acquisition obligations (See Note 6 - Acquisitions)
    
    
    
    
    
    
    478,149Diluted weighted average shares outstanding
    
    
    51,482,723
    
    
    
    46,850,598
   (5) DISCONTINUED OPERATIONS
  Year Ended December 31,(in thousands)
    
    2009
    
    2008
    
    2007Revenues
    
    $
    6,323
    
    
    $
    9,670
    
    
    $
    14,908Income (loss) before income taxes
    
    $
    1,222
    
    
    $
    (1,686
    )
    
    $
    920Net income (loss)
    
    $
    475
    
    
    $
    (1,071
    )
    
    $
    623
 77




---



##### 



(in thousands)
    
    December 31, 
2008ASSETSCurrent assetsCash and cash equivalents
    
    $
    552Trade accounts receivable, net of allowance for doubtful accounts
    
    
    2,187Prepaid expenses and other current assets
    
    
    990Total current assets
    
    
    3,729Property and equipment, net of accumulated depreciation
    
    
    427Acquired intangible assets, net of accumulated amortization
    
    
    991Other assets, net of accumulated amortization
    
    
    2,635Total assets
    
    $
    7,782LIABILITIESCurrent liabilitiesTrade accounts payable
    
    $
    250Accrued expenses and other current liabilities
    
    
    760Deferred revenue
    
    
    2,349Total current liabilities
    
    
    3,359Deferred income taxes
    
    
    624Other long-term liabilities
    
    
    3Total liabilities
    
    $
    3,986Net assets
    
    $
    3,796
  (6) ACQUISITIONS
   Acquisition of RIA
  78




---



##### 



Estimated(dollar amounts in thousands)
    
    LifeCurrent assets
    
    
    
    $
    78,220Property and equipment
    
    various
    
    
    10,854Customer relationships
    
    3 - 8 years
    
    
    73,280Weighted average life
    
    7.0 yearsTrademarks and trade names
    
    20 years
    
    
    36,760Software
    
    5 years
    
    
    1,610Non-compete agreements
    
    3 years
    
    
    270Other non-current assets
    
    
    
    
    1,396Goodwill
    
    Indefinite
    
    
    404,599Assets acquired
    
    
    
    
    606,989Current liabilities
    
    
    
    
    (85,062
    )Non-current liabilities
    
    
    
    
    (1,574
    )Deferred income tax liability
    
    
    
    
    (14,852
    )Net assets acquired
    
    
    
    $
    505,501
   Other acquisitions
  
    
    During January 2007, EFT Services Holding BV and Euronet Adminisztracios Kft,
both wholly-owned subsidiaries of Euronet, completed the acquisition of a total of 100% of
the share capital of Brodos SRL in Romania (Brodos Romania). Brodos Romania is a leading
electronic prepaid mobile airtime processor that expanded the Companys Prepaid Processing
Segment business to Romania.
    
    During February 2007, e-pay Holdings Limited, a wholly-owned subsidiary of
Euronet, completed the acquisition of all of the share capital of Omega Logic, Ltd. (Omega
Logic). Omega Logic is a prepaid top-up company based, and primarily operating, in the U.K.
This acquisition enhanced our Prepaid Processing Segment business in the U.K.
    
    During April 2007, PaySpot, Inc. (a wholly-owned subsidiary of Euronet) acquired
customer relationships from Synergy Telecom, Inc. (Synergy) and Synergy agreed not to
compete with PaySpot in the prepaid mobile phone top-up business in the U.S. for a period of
five years. This acquisition enhances the Companys Prepaid Processing Segment business in
the U.S.
 79




---



##### 



(7) NON-CASH FINANCING AND INVESTING ACTIVITIES
   (8) RESTRICTED CASH
  As of December 31,(in thousands)
    
    2009
    
    
    2008Cash held in trust and/or cash held on behalf of others
    
    $
    62,056
    
    
    $
    122,007Collateral on bank credit arrangements
    
    
    10,746
    
    
    
    8,444ATM network cash
    
    
    85
    
    
    
    319Other
    
    
    261
    
    
    
    255Total
    
    $
    73,148
    
    
    $
    131,025
  (9) PROPERTY AND EQUIPMENT, NET
  As of December 31,(in thousands)
    
    2009
    
    
    2008ATMs
    
    $
    94,200
    
    
    $
    86,606POS terminals
    
    
    39,807
    
    
    
    32,323Vehicles and office equipment
    
    
    36,935
    
    
    
    31,346Computers and software
    
    
    78,905
    
    
    
    64,515249,847
    
    
    
    214,790Less accumulated depreciation and amortization
    
    
    (153,255
    )
    
    
    (125,258
    )Total
    
    $
    96,592
    
    
    $
    89,532
  80




---



##### 



(10) GOODWILL AND ACQUIRED INTANGIBLE ASSETS, NET
  December 31, 2009
    
    
    December 31, 2008Gross Carrying
    
    
    Accumulated
    
    
    Gross Carrying
    
    
    Accumulated(in thousands)
    
    Amount
    
    
    Amortization
    
    
    Amount
    
    
    AmortizationCustomer relationships
    
    $
    153,041
    
    
    $
    76,794
    
    
    $
    139,671
    
    
    $
    53,801Trademarks and tradenames
    
    
    42,268
    
    
    
    7,012
    
    
    
    40,793
    
    
    
    4,712Software
    
    
    5,824
    
    
    
    4,462
    
    
    
    5,338
    
    
    
    3,455Patent
    
    
    
    
    
    
    
    
    
    
    1,701
    
    
    
    505Non-compete agreements
    
    
    739
    
    
    
    656
    
    
    
    730
    
    
    
    447Totals
    
    $
    201,872
    
    
    $
    88,924
    
    
    $
    188,233
    
    
    $
    62,920
  Amortizable
Intangible
    
    
    
    
    
    
    Total 
Intangible(in thousands):
    
    Assets
    
    
    Goodwill
    
    
    AssetsBalance as of January 1, 2008
    
    $
    155,137
    
    
    $
    762,723
    
    
    $
    917,860Decreases:Impairment
    
    
    (321
    )
    
    
    (219,756
    )
    
    
    (220,077
    )Amortization
    
    
    (24,173
    )
    
    
    
    
    
    
    (24,173
    )Other (primarily changes in foreign currency exchange rates)
    
    
    (5,330
    )
    
    
    (54,662
    )
    
    
    (59,992
    )Balance as of December 31, 2008
    
    $
    125,313
    
    
    $
    488,305
    
    
    $
    613,618Increases (decreases):2009 acquisitions
    
    
    8,683
    
    
    
    7,034
    
    
    
    15,717Impairment
    
    
    (1,111
    )
    
    
    (8,773
    )
    
    
    (9,884
    )Amortization
    
    
    (23,349
    )
    
    
    
    
    
    
    (23,349
    )Other (primarily changes in foreign currency exchange rates)
    
    
    3,412
    
    
    
    18,084
    
    
    
    21,496Balance as of December 31, 2009
    
    $
    112,948
    
    
    $
    504,650
    
    
    $
    617,598
    81




---



##### 



(11) ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
  As of December 31,(in thousands)
    
    2009
    
    
    2008Accrued expenses
    
    $
    49,775
    
    
    $
    43,661Accrued amounts due to mobile operators
    
    
    161,444
    
    
    
    152,795Money transfer settlement obligations
    
    
    13,147
    
    
    
    27,358Deferred income taxes
    
    
    1,108
    
    
    
    2,377Total
    
    $
    225,474
    
    
    $
    226,191
 (12) DEBT OBLIGATIONS
 Short-term debt obligations
  Long-term debt obligations
  As of December 31,(in thousands)
    
    2009
    
    
    20081.625% convertible senior debentures, unsecured, due 2024
    
    $
    1,227
    
    
    $
    66,5483.50% convertible debentures, unsecured, due 2025
    
    
    153,927
    
    
    
    147,446Term loan, due 2014
    
    
    129,000
    
    
    
    132,000Revolving credit agreements
    
    
    39,164
    
    
    
    16,719Other
    
    
    92
    
    
    
    90323,410
    
    
    
    362,803Less current maturities of long-term debt obligations
    
    
    (3,127
    )
    
    
    (68,448
    )Long-term debt obligations
    
    $
    320,283
    
    
    $
    294,355
  82




---



##### 



83




---



##### 



(13) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
     84




---



##### 



Fair Values of Derivative 
InstrumentsConsolidated Balance
    
    
    December 31, 
2009
    
    
    December 31, 
2008(in thousands)
    
    Sheet Location
    
    
    Liability DerivativesDerivatives designated as hedging instruments under ASC 815Accrued expenses and other
 current liabilitiesInterest rate swaps related to floating rate debt
    
    
    
    
    
    $
    
    
    
    $
    (830
    )Asset DerivativesDerivatives not designated as hedging instruments under ASC 815Foreign currency derivative contracts  gross gains
    
    Cash and cash equivalents
    
    $
    138
    
    
    $
    433Foreign currency derivative contracts  gross losses
    
    Cash and cash equivalents
    
    
    (102
    )
    
    
    (155
    )Total
    
    
    
    
    
    $
    36
    
    
    $
    278Liability DerivativesEmbedded derivative in foreign lease
    
    Other long-term liabilities
    
    $
    (220
    )
    
    $
    Total derivatives
    
    
    
    
    
    $
    (184
    )
    
    $
    (552
    )
 Amount of Gain Recognized in OCI on Derivative(Effective Portion)Year Ended December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007Derivatives in ASC 815 Cash Flow Hedging RelationshipsInterest rate swaps related to floating rate debt
    
    $
    830
    
    
    $
    164
    
    
    $
    (994
    )
 Location of Gain (Loss)
    
    
Amount of Gain Recognized in Income on DerivativeRecognized in Income on
    
    
Year Ended December 31,(in thousands)
    
    Derivative
    
    
    2009
    
    
    2008
    
    
    2007Derivatives not designated as hedging instruments under ASC 815Foreign currency derivative
contracts
    
    Foreign currency exchange gain (loss), net
    
    $
    (88
    )
    
    $
    34
    
    
    $
    187Embedded derivative in foreign lease
    
    Foreign currency exchange 
gain (loss), net
    
    
    (220
    )
    
    
    
    
    
    
    Total
    
    
    
    
    
    $
    (308
    )
    
    $
    34
    
    
    $
    187
 85




---



##### 



(14) EQUITY PRIVATE PLACEMENT
  (15) LEASES
 (a) Capital leases
   As of December 31,(in thousands)
    
    2009
    
    
    2008ATMs
    
    $
    28,806
    
    
    $
    36,361Other
    
    
    1,703
    
    
    
    2,238Subtotal
    
    
    30,509
    
    
    
    38,599Less accumulated amortization
    
    
    (21,773
    )
    
    
    (26,917
    )Total
    
    $
    8,736
    
    
    $
    11,682
 (b) Operating leases
  (c) Future minimum lease payments
  (in thousands)
    
    Capital 
Leases
    
    
    Operating 
LeasesYear ending December 31,2010
    
    $
    2,811
    
    
    $
    23,3142011
    
    
    1,415
    
    
    
    21,0692012
    
    
    606
    
    
    
    18,0702013
    
    
    319
    
    
    
    14,0992014
    
    
    50
    
    
    
    12,245thereafter
    
    
    
    
    
    
    20,596Total minimum lease payments
    
    
    5,201
    
    
    $
    109,393Less amounts representing interest
    
    
    (694
    )Present value of net minimum capital lease payments
    
    
    4,507Less current portion of obligations under capital leases
    
    
    (2,510
    )Obligations under capital leases, less
current portion
    
    $
    1,997
 86




---



##### 



(16) TAXES
   Year Ended December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007Income (loss) from continuing operations:United States
    
    $
    (5,580
    )
    
    $
    (185,531
    )
    
    $
    21,500Europe
    
    
    36,589
    
    
    
    (27,973
    )
    
    
    25,095Asia Pacific
    
    
    26,164
    
    
    
    12,837
    
    
    
    24,270Income (loss) from continuing operations before income taxes
    
    
    57,173
    
    
    
    (200,667
    )
    
    
    70,865Discontinued operations  Europe
    
    
    1,222
    
    
    
    (1,686
    )
    
    
    1,264Total income (loss) before income taxes
    
    $
    58,395
    
    
    $
    (202,353
    )
    
    $
    72,129
  Year Ended December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007Current tax expense:U.S.
    
    $
    1,163
    
    
    $
    536
    
    
    $
    5,720Foreign
    
    
    28,396
    
    
    
    24,242
    
    
    
    24,096Total current
    
    
    29,559
    
    
    
    24,778
    
    
    
    29,816Deferred tax expense (benefit):U.S.
    
    $
    610
    
    
    $
    (25,215
    )
    
    $
    11,447Foreign
    
    
    (4,333
    )
    
    
    (6,900
    )
    
    
    (7,225
    )Total deferred
    
    
    (3,723
    )
    
    
    (32,115
    )
    
    
    4,222Total tax expense (benefit)
    
    $
    25,836
    
    
    $
    (7,337
    )
    
    $
    34,038
 87




---



##### 



Year Ended December 31,(dollar amounts in thousands)
    
    2009
    
    
    2008
    
    
    2007U.S. federal income tax expense (benefit) at applicable statutory rate
    
    $
    20,010
    
    
    $
    (70,233
    )
    
    $
    24,803Tax effect of:State income tax expense (benefit) at statutory rates
    
    
    647
    
    
    
    (9,233
    )
    
    
    1,120Non-deductible expenses
    
    
    3,705
    
    
    
    2,501
    
    
    
    2,600Share-based compensation
    
    
    (9
    )
    
    
    726
    
    
    
    1,910Other permanent differences
    
    
    2,923
    
    
    
    (7,820
    )
    
    
    2,592Difference between U.S. federal and foreign tax rates
    
    
    (6,062
    )
    
    
    (5,154
    )
    
    
    (5,735
    )Impairment of goodwill
    
    
    
    
    
    
    20,340
    
    
    
    Provision in excess of foreign statutory rates
    
    
    922
    
    
    
    43
    
    
    
    813Change in valuation allowance
    
    
    2,802
    
    
    
    63,378
    
    
    
    3,735Other
    
    
    898
    
    
    
    (1,885
    )
    
    
    2,200Total income tax expense (benefit)
    
    $
    25,836
    
    
    $
    (7,337
    )
    
    $
    34,038Effective tax rate
    
    
    45.2
    %
    
    
    3.7
    %
    
    
    48.0
    %
 88




---



##### 



As of December 31,(in thousands)
    
    2009
    
    
    2008Deferred tax assets:Tax loss carryforwards
    
    $
    40,100
    
    
    $
    37,704Share-based compensation
    
    
    5,398
    
    
    
    5,759Accrued interest
    
    
    2,542
    
    
    
    2Accrued expenses
    
    
    6,233
    
    
    
    5,304Billings in excess of earnings
    
    
    1,008
    
    
    
    1,060Property and equipment
    
    
    3,473
    
    
    
    3,038Goodwill and intangible amortization
    
    
    48,163
    
    
    
    52,655Deferred financing costs
    
    
    1,364
    
    
    
    1,798Intercompany notes
    
    
    6,838
    
    
    
    12,364Other
    
    
    5,255
    
    
    
    3,518Gross deferred tax assets
    
    
    120,374
    
    
    
    123,202Valuation allowance
    
    
    (76,936
    )
    
    
    (72,895
    )Net deferred tax assets
    
    
    43,438
    
    
    
    50,307Deferred tax liabilities:Intangibles related to purchase accounting
    
    
    (14,885
    )
    
    
    (16,138
    )Tax amortizable goodwill
    
    
    (4,237
    )
    
    
    (4,382
    )Accrued expenses
    
    
    (1,685
    )
    
    
    (915
    )Intercompany notes
    
    
    (5,754
    )
    
    
    Investment securities
    
    
    (325
    )
    
    
    (2,442
    )Accrued interest
    
    
    (26,276
    )
    
    
    (35,966
    )Earnings in excess of billings
    
    
    (375
    )
    
    
    (513
    )Capitalized research and development
    
    
    (872
    )
    
    
    (1,020
    )Property and equipment
    
    
    (1,980
    )
    
    
    (2,475
    )Investment in affiliates
    
    
    (885
    )
    
    
    (2,158
    )Other
    
    
    (4,904
    )
    
    
    (3,792
    )Total deferred tax liabilities
    
    
    (62,178
    )
    
    
    (69,801
    )Net deferred tax liabilities
    
    $
    (18,740
    )
    
    $
    (19,494
    )
    89




---



##### 



Year ending December 31, (in thousands)
    
    Gross
    
    
    Tax Effected2010
    
    $
    2,479
    
    
    $
    6422011
    
    
    4,391
    
    
    
    1,0992012
    
    
    3,202
    
    
    
    7992013
    
    
    7,369
    
    
    
    1,6962014
    
    
    8,337
    
    
    
    2,136thereafter
    
    
    138,604
    
    
    
    46,451Unlimited
    
    
    9,698
    
    
    
    1,897Total
    
    $
    174,080
    
    
    $
    54,720
      90




---



##### 



Accounting for Uncertainty in Income Taxes
  Year Ended December 31,(in thousands):
    
    2009
    
    
    2008Beginning balance
    
    $
    8,238
    
    
    $
    7,375Additions based on tax positions related to the current year
    
    
    1,299
    
    
    
    892Additions for tax positions of prior years
    
    
    18
    
    
    
    629Reductions for tax positions of prior years
    
    
    (466
    )
    
    
    (592
    )Settlements
    
    
    
    
    
    
    (66
    )Ending balance
    
    $
    9,089
    
    
    $
    8,238
  Poland
    
    2004 through 2009U.S. (Federal)
    
    2000 through 2009Spain
    
    2005 through 2009Australia
    
    2005 through 2009U.K.
    
    2005 through 2009Germany
    
    2004 through 2009
  (17) VALUATION AND QUALIFYING ACCOUNTS
  Year Ended December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007Beginning balance-allowance for doubtful accounts
    
    $
    9,445
    
    
    $
    6,194
    
    
    $
    2,078Additions-charged to expense
    
    
    6,487
    
    
    
    3,415
    
    
    
    2,225Amounts written off
    
    
    (1,488
    )
    
    
    (794
    )
    
    
    (555
    )Impact of acquisition of RIA (See Note 6)
    
    
    
    
    
    
    
    
    
    
    2,244Other (primarily changes in foreign currency exchange rates)
    
    
    (535
    )
    
    
    630
    
    
    
    202Ending balance-allowance for doubtful accounts
    
    $
    13,909
    
    
    $
    9,445
    
    
    $
    6,194
 (18) STOCK PLANS
  91




---



##### 



(a) Stock options
  WeightedWeighted
    
    
    Average
    
    
    AggregateAverage
    
    
    Remaining
    
    
    IntrinsicNumber of
    
    
    Exercise
    
    
    Contractual
    
    
    ValueShares
    
    
    Price
    
    
    Term (years)
    
    
    (thousands)Balance at December 31, 2008 (1,392,439 shares exercisable)
    
    
    3,383,194
    
    
    $
    11.71Granted
    
    
    815,939
    
    
    $
    21.54Exercised
    
    
    (193,554
    )
    
    $
    11.25Forfeited
    
    
    (59,820
    )
    
    $
    10.75Expired
    
    
    (11,210
    )
    
    $
    20.04Balance at December 31, 2009
    
    
    3,934,549
    
    
    $
    13.76
    
    
    
    7.1
    
    
    $
    32,568Exercisable at December 31, 2009
    
    
    1,303,647
    
    
    $
    13.69
    
    
    
    3.1
    
    
    $
    10,972Vested and expected to vest at December 31, 2009
    
    
    3,302,080
    
    
    $
    13.74
    
    
    
    6.8
    
    
    $
    27,695
  Year Ended
    
    
    Year Ended2009
    
    
    2008Volatility
    
    
    49.0
    %
    
    
    53.0
    %Risk-free interest rate  weighted average
    
    
    2.9
    %
    
    
    2.2
    %Risk-free interest rate  range
    
    2.7% to 3.3%
    
    2.0% to 2.3%Dividend yield
    
    
    0.0
    %
    
    
    0.0
    %Assumed forfeitures
    
    
    8.0
    %
    
    
    8.0
    %Expected lives
    
    6.9 years
    
    7.1 yearsWeighted-average fair value (per share)
    
    $
    9.50
    
    
    $
    4.28
 92




---



##### 



(b) Restricted stock
   WeightedAverage GrantNumber of
    
    
    Date FairShares
    
    
    ValueNonvested at December 31, 2008
    
    
    1,662,527
    
    
    $
    23.48Granted
    
    
    207,546
    
    
    $
    20.81Vested
    
    
    (264,583
    )
    
    $
    25.61Forfeited
    
    
    (197,389
    )
    
    $
    24.05Nonvested at December 31, 2009
    
    
    1,408,101
    
    
    $
    22.27
  (c) Employee stock purchase plans
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Volatility  weighted average
    
    
    49.4
    %
    
    
    52.2
    %
    
    
    40.4
    %Volatility  range
    
    22.8% to 79.6%
    
    35.8% to 99.8%
    
    27.1% to 52.3%Risk-free interest rate  weighted average
    
    
    0.1
    %
    
    
    2.1
    %
    
    
    4.3
    %Risk-free interest rate  range
    
    0.08% to 0.22
    %
    
    0.9% to 3.3
    %
    
    3.1% to 5.0
    %Dividend yield
    
    
    0.0
    %
    
    
    0.0
    %
    
    
    0.0
    %Expected lives
    
    3 months
    
    
    3 months
        
    3 monthsWeighted-average fair value (per share)
    
    $
    3.43
    
    
    $
    5.14
    
    
    $
    5.18
 93




---



##### 



(19) BUSINESS SEGMENT INFORMATION
  1)
    
    Through the EFT Processing Segment, the Company processes transactions for a network of
ATMs and POS terminals across Europe, the Middle East and Asia Pacific. The Company provides
comprehensive electronic payment solutions consisting of ATM network participation,
outsourced ATM and POS management solutions, credit and debit card outsourcing and
electronic recharge services for prepaid mobile airtime. Through this segment, the Company
also offers a suite of integrated electronic financial transaction (EFT) software
solutions for electronic payment and transaction delivery systems.2)
    
    Through the Prepaid Processing Segment, the Company provides electronic distribution of
prepaid mobile airtime and other prepaid products and collection services in Europe, the
Middle East, Asia Pacific and North America.3)
    
    Through the Money Transfer Segment, the Company provides global money transfer and bill
payment services through a sending network of agents and Company-owned stores primarily in
North America and Europe, disbursing money transfers through a worldwide payer network.
   For the year ended December 31, 2009CorporateServices,EFT
    
    
    Prepaid
    
    
    Money
    
    
    Eliminations(in thousands)
    
    Processing
    
    
    Processing
    
    
    Transfer
    
    
    and Other
    
    
    ConsolidatedTotal revenues
    
    $
    197,740
    
    
    $
    602,075
    
    
    $
    232,879
    
    
    $
    
    
    
    $
    1,032,694Operating expenses:Direct operating costs
    
    
    83,198
    
    
    
    485,305
    
    
    
    109,867
    
    
    
    
    
    
    
    678,370Salaries and benefits
    
    
    30,302
    
    
    
    28,753
    
    
    
    54,166
    
    
    
    16,226
    
    
    
    129,447Selling, general and administrative
    
    
    17,437
    
    
    
    23,154
    
    
    
    38,716
    
    
    
    7,398
    
    
    
    86,705Goodwill and acquired intangible assets impairment
    
    
    
    
    
    
    
    
    
    
    9,884
    
    
    
    
    
    
    
    9,884Depreciation and amortization
    
    
    18,613
    
    
    
    15,417
    
    
    
    20,600
    
    
    
    1,393
    
    
    
    56,023Total operating expenses
    
    
    149,550
    
    
    
    552,629
    
    
    
    233,233
    
    
    
    25,017
    
    
    
    960,429Operating income (loss)
    
    
    48,190
    
    
    
    49,446
    
    
    
    (354
    )
    
    
    (25,017
    )
    
    
    72,265Other income (expense):Interest income
    
    
    342
    
    
    
    2,691
    
    
    
    125
    
    
    
    92
    
    
    
    3,250Interest expense
    
    
    (2,249
    )
    
    
    (830
    )
    
    
    (106
    )
    
    
    (22,531
    )
    
    
    (25,716
    )Income (loss) from unconsolidated affiliates
    
    
    
    
    
    
    1,200
    
    
    
    
    
    
    
    734
    
    
    
    1,934Gain on sale of investment securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,751
    
    
    
    1,751Gain on early retirement of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (254
    )
    
    
    (254
    )Foreign exchange gain (loss), net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,943
    
    
    
    3,943Total other income (expense)
    
    
    (1,907
    )
    
    
    3,061
    
    
    
    19
    
    
    
    (16,265
    )
    
    
    (15,092
    )Income (loss) from continuing operations
before income taxes
    
    
    46,283
    
    
    
    52,507
    
    
    
    (335
    )
    
    
    (41,282
    )
    
    
    57,173Income tax (expense) benefit
    
    
    (10,642
    )
    
    
    (16,654
    )
    
    
    1,944
    
    
    
    (484
    )
    
    
    (25,836
    )Income (loss) from continuing operations
    
    $
    35,641
    
    
    $
    35,853
    
    
    $
    1,609
    
    
    $
    (41,766
    )
    
    $
    31,337Segment assets as of December 31, 2009
    
    $
    224,737
    
    
    $
    686,988
    
    
    $
    436,111
    
    
    $
    64,843
    
    
    $
    1,412,679Property and equipment as of December 31, 2009
    
    $
    61,817
    
    
    $
    14,965
    
    
    $
    19,139
    
    
    $
    671
    
    
    $
    96,592
 94




---



##### 



For the year ended December 31, 2008CorporateServices,EFT
    
    
    Prepaid
    
    
    Money
    
    
    Eliminations(in thousands)
    
    Processing
    
    
    Processing
    
    
    Transfer
    
    
    and Other
    
    
    ConsolidatedTotal revenues
    
    $
    205,257
    
    
    $
    609,106
    
    
    $
    231,302
    
    
    $
    
    
    
    $
    1,045,665Operating expenses:Direct operating costs
    
    
    93,414
    
    
    
    495,971
    
    
    
    114,457
    
    
    
    
    
    
    
    703,842Salaries and benefits
    
    
    34,944
    
    
    
    28,574
    
    
    
    50,543
    
    
    
    15,037
    
    
    
    129,098Selling, general and administrative
    
    
    19,398
    
    
    
    22,098
    
    
    
    34,673
    
    
    
    9,249
    
    
    
    85,418Goodwill and acquired intangible assets impairment
    
    
    
    
    
    
    50,681
    
    
    
    169,396
    
    
    
    
    
    
    
    220,077Depreciation and amortization
    
    
    19,195
    
    
    
    16,441
    
    
    
    19,383
    
    
    
    1,232
    
    
    
    56,251Total operating expenses
    
    
    166,951
    
    
    
    613,765
    
    
    
    388,452
    
    
    
    25,518
    
    
    
    1,194,686Operating income (loss)
    
    
    38,306
    
    
    
    (4,659
    )
    
    
    (157,150
    )
    
    
    (25,518
    )
    
    
    (149,021
    )Other income (expense):Interest income
    
    
    296
    
    
    
    7,151
    
    
    
    267
    
    
    
    2,897
    
    
    
    10,611Interest expense
    
    
    (3,693
    )
    
    
    (1,056
    )
    
    
    (115
    )
    
    
    (31,487
    )
    
    
    (36,351
    )Income (loss) from unconsolidated affiliates
    
    
    183
    
    
    
    1,149
    
    
    
    
    
    
    
    (82
    )
    
    
    1,250Impairment loss on investment securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (18,760
    )
    
    
    (18,760
    )Gain on early retirement of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,425
    
    
    
    1,425Foreign exchange gain (loss), net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,821
    )
    
    
    (9,821
    )Total other income (expense)
    
    
    (3,214
    )
    
    
    7,244
    
    
    
    152
    
    
    
    (55,828
    )
    
    
    (51,646
    )Income (loss) from continuing
operations
before income taxes
    
    
    35,092
    
    
    
    2,585
    
    
    
    (156,998
    )
    
    
    (81,346
    )
    
    
    (200,667
    )Income tax (expense) benefit
    
    
    (8,798
    )
    
    
    (16,563
    )
    
    
    31,204
    
    
    
    1,494
    
    
    
    7,337Income (loss) from continuing operations
    
    $
    26,294
    
    
    $
    (13,978
    )
    
    $
    (125,794
    )
    
    $
    (79,852
    )
    
    $
    (193,330
    )Segment assets as of December 31, 2008
    
    $
    207,643
    
    
    $
    681,610
    
    
    $
    394,869
    
    
    $
    121,522
    
    
    $
    1,405,644Property and equipment as of December 31, 2008
    
    $
    57,346
    
    
    $
    13,404
    
    
    $
    17,184
    
    
    $
    1,598
    
    
    $
    89,532
 95




---



##### 



For the year ended December 31, 2007CorporateServices,EFT
    
    
    Prepaid
    
    
    Money
    
    
    Eliminations(in thousands)
    
    Processing
    
    
    Processing
    
    
    Transfer
    
    
    and Other
    
    
    ConsolidatedTotal revenues
    
    $
    174,049
    
    
    $
    569,858
    
    
    $
    158,759
    
    
    $
    
    
    
    $
    902,666Operating expenses:Direct operating costs
    
    
    74,879
    
    
    
    464,874
    
    
    
    83,795
    
    
    
    
    
    
    
    623,548Salaries and benefits
    
    
    31,874
    
    
    
    27,493
    
    
    
    32,705
    
    
    
    13,217
    
    
    
    105,289Selling, general and administrative
    
    
    14,952
    
    
    
    20,567
    
    
    
    21,459
    
    
    
    5,811
    
    
    
    62,789Federal excise tax refund
    
    
    
    
    
    
    (12,191
    )
    
    
    
    
    
    
    
    
    
    
    (12,191
    )Depreciation and amortization
    
    
    16,197
    
    
    
    16,302
    
    
    
    13,670
    
    
    
    828
    
    
    
    46,997Total operating expenses
    
    
    137,902
    
    
    
    517,045
    
    
    
    151,629
    
    
    
    19,856
    
    
    
    826,432Operating income (loss)
    
    
    36,147
    
    
    
    52,813
    
    
    
    7,130
    
    
    
    (19,856
    )
    
    
    76,234Other income (expense):Interest income
    
    
    249
    
    
    
    5,340
    
    
    
    1,566
    
    
    
    9,095
    
    
    
    16,250Interest expense
    
    
    (4,416
    )
    
    
    (4,851
    )
    
    
    (1,257
    )
    
    
    (27,073
    )
    
    
    (37,597
    )Income (loss) from unconsolidated affiliates
    
    
    (26
    )
    
    
    546
    
    
    
    
    
    
    
    388
    
    
    
    908Loss on early retirement of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (427
    )
    
    
    (427
    )Foreign exchange gain, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,497
    
    
    
    15,497Total other income (expense)
    
    
    (4,193
    )
    
    
    1,035
    
    
    
    309
    
    
    
    (2,520
    )
    
    
    (5,369
    )Income (loss) from continuing operations
before income taxes
    
    
    31,954
    
    
    
    53,848
    
    
    
    7,439
    
    
    
    (22,376
    )
    
    
    70,865Income tax (expense) benefit
    
    
    (3,798
    )
    
    
    (15,597
    )
    
    
    5,787
    
    
    
    (20,430
    )
    
    
    (34,038
    )Income (loss) from continuing operations
    
    $
    28,156
    
    
    $
    38,251
    
    
    $
    13,226
    
    
    $
    (42,806
    )
    
    $
    36,827
  Revenues
    
    
    Property & Equipment, net
    
    
    Total AssetsFor the year ended
    
    
    as of December 31,
    
    
    as of December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008U.S.
    
    $
    244,578
    
    
    $
    252,535
    
    
    $
    219,299
    
    
    $
    12,537
    
    
    $
    13,204
    
    
    $
    261,110
    
    
    $
    325,091Australia
    
    
    199,805
    
    
    
    169,663
    
    
    
    120,909
    
    
    
    2,120
    
    
    
    2,332
    
    
    
    177,901
    
    
    
    177,483U.K.
    
    
    151,732
    
    
    
    203,449
    
    
    
    236,137
    
    
    
    4,905
    
    
    
    3,503
    
    
    
    222,897
    
    
    
    227,817Germany
    
    
    105,384
    
    
    
    78,337
    
    
    
    58,720
    
    
    
    8,766
    
    
    
    8,615
    
    
    
    190,823
    
    
    
    167,794Poland
    
    
    77,800
    
    
    
    98,075
    
    
    
    74,648
    
    
    
    31,950
    
    
    
    27,791
    
    
    
    77,852
    
    
    
    73,200Spain
    
    
    75,556
    
    
    
    77,755
    
    
    
    65,661
    
    
    
    4,000
    
    
    
    3,610
    
    
    
    128,090
    
    
    
    129,277Italy
    
    
    41,199
    
    
    
    33,787
    
    
    
    17,867
    
    
    
    2,308
    
    
    
    1,364
    
    
    
    83,882
    
    
    
    75,710India
    
    
    38,689
    
    
    
    37,182
    
    
    
    31,459
    
    
    
    1,842
    
    
    
    2,189
    
    
    
    24,305
    
    
    
    19,832Other
    
    
    97,951
    
    
    
    94,882
    
    
    
    77,966
    
    
    
    28,164
    
    
    
    26,924
    
    
    
    245,819
    
    
    
    209,440Total
    
    $
    1,032,694
    
    
    $
    1,045,665
    
    
    $
    902,666
    
    
    $
    96,592
    
    
    $
    89,532
    
    
    $
    1,412,679
    
    
    $
    1,405,644
  96




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##### 



(20) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
 (a) Concentrations of credit risk
   (b) Fair value of financial instruments
  As of December 31,2009
    
    2008Carrying
    
    
    
    
    
    Carrying(in thousands)
    
    Value
    
    Fair Value
    
    Value
    
    Fair Value1.625% convertible senior debentures, unsecured, due 2024
    
    $
    1,227
    
    
    $
    1,224
    
    
    $
    66,548
    
    
    $
    63,5223.50% convertible debentures, unsecured, due 2025
    
    
    153,927
    
    
    
    162,313
    
    
    
    147,446
    
    
    
    112,131Foreign currency derivative contracts
    
    
    36
    
    
    
    36
    
    
    
    278
    
    
    
    278Embedded derivative in foreign lease
    
    
    (220
    )
    
    
    (220
    )
    
    
    
    
    
    
    Available-for-sale investment securities
    
    
    
    
    
    
    
    
    
    
    1,351
    
    
    
    1,351Interest rate swaps related to floating rate debt
    
    
    
    
    
    
    
    
    
    
    (830
    )
    
    
    (830
    )
  Fair Value Measurements as of
    
    Fair Value Measurements as ofDecember 31, 2009 Using
    
    December 31, 2008 UsingQuoted Prices
    
    Significant
    
    Quoted Prices
    
    Significantin Active
    
    Other
    
    in Active
    
    OtherMarkets for
    
    Observable
    
    Markets for
    
    ObservableAssets (liabilities) (in thousands)
    
    Identical Assets
    
    Inputs
    
    Identical Assets
    
    InputsForeign currency derivative contracts
    
    $
    
    
    
    $
    36
    
    
    $
    
    
    
    $
    278Embedded derivative in foreign lease
    
    
    
    
    
    
    (220
    )
    
    
    
    
    
    
    Available-for-sale investment securities
    
    
    
    
    
    
    
    
    
    
    1,351
    
    
    
    Interest rate swaps related to floating rate debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (830
    )
   97




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##### 



(21) COMPUTER SOFTWARE TO BE SOLD
  Year Ended December 31,(in thousands)
    
    2009
    
    
    2008
    
    
    2007Beginning balance-capitalized development cost
    
    $
    2,826
    
    
    $
    2,078
    
    
    $
    1,516Additions
    
    
    1,295
    
    
    
    2,010
    
    
    
    1,410Amortization
    
    
    (1,520
    )
    
    
    (1,262
    )
    
    
    (848
    )Net capitalized development cost
    
    $
    2,601
    
    
    $
    2,826
    
    
    $
    2,078
  (22) LITIGATION AND CONTINGENCIES
 Contingencies
   Litigation
  (23) FEDERAL EXCISE TAX REFUND
  98




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##### 



(24) GUARANTEES
    
    
    In connection with contracts with financial institutions in the EFT Processing
Segment, the Company is responsible for damages to ATMs and theft of ATM network cash
that, generally, is not recorded on the Companys Consolidated Balance Sheet. As of
December 31, 2009, the balance of ATM network cash for which the Company was responsible
was approximately $370 million. The Company maintains insurance policies to mitigate this
exposure;
    
    In connection with the license of proprietary systems to customers, Euronet provides
certain warranties and infringement indemnities to the licensee, which generally warrant
that such systems do not infringe on intellectual property owned by third parties and that
the systems will perform in accordance with their specifications;
    
    Euronet has entered into purchase and service agreements with vendors and consulting
agreements with providers of consulting services, pursuant to which the Company has agreed
to indemnify certain of such vendors and consultants, respectively, against third-party
claims arising from the Companys use of the vendors product or the services of the
vendor or consultant;
    
    In connection with acquisitions and dispositions of subsidiaries, operating units and
business assets, the Company has entered into agreements containing indemnification
provisions, which can be generally described as follows: (i) in connection with
acquisitions made by Euronet, the Company has agreed to indemnify the seller against third
party claims made against the seller relating to the subject subsidiary, operating unit or
asset and arising after the closing of the transaction, and (ii) in connection with
dispositions made by Euronet, Euronet has agreed to indemnify the buyer against damages
incurred by the buyer due to the buyers reliance on representations and warranties
relating to the subject subsidiary, operating unit or business assets in the disposition
agreement if such representations or warranties were untrue when made;
    
    Euronet has entered into agreements with certain third parties, including banks that
provide fiduciary and other services to Euronet or to the Companys benefit plans. Under
such agreements, the Company has agreed to indemnify such service providers for third
party claims relating to the carrying out of their respective duties under such
agreements; and
    
    The Company has issued surety bonds in compliance with money transfer licensing
requirements of the applicable governmental authorities.
  (25) RELATED PARTY TRANSACTIONS
   99




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##### 



(26) SELECTED QUARTERLY DATA (UNAUDITED)
 First
    
    Second
    
    Third
    
    Fourth(in thousands, except per share data)
    
    Quarter
    
    Quarter
    
    Quarter
    
    QuarterYear Ended December 31, 2009:Net revenues
    
    $
    233,697
    
    
    $
    248,614
    
    
    $
    264,820
    
    
    $
    285,563Operating income
    
    $
    9,698
    
    
    $
    18,024
    
    
    $
    22,085
    
    
    $
    22,458Net income (loss)
    
    $
    (11,954
    )
    
    $
    16,021
    
    
    $
    19,020
    
    
    $
    8,725Net income (loss) attributable to Euronet Worldwide, Inc.
    
    $
    (12,298
    )
    
    $
    15,544
    
    
    $
    18,865
    
    
    $
    8,206Earnings (loss) per common share:Basic
    
    $
    (0.24
    )
    
    $
    0.31
    
    
    $
    0.37
    
    
    $
    0.16Diluted
    
    $
    (0.24
    )
    
    $
    0.30
    
    
    $
    0.36
    
    
    $
    0.16Year Ended December 31, 2008:Net revenues
    
    $
    244,793
    
    
    $
    264,450
    
    
    $
    280,703
    
    
    $
    255,719Operating income (loss)
    
    $
    13,231
    
    
    $
    17,298
    
    
    $
    18,768
    
    
    $
    (198,318
    )Net income (loss)
    
    $
    (8,086
    )
    
    $
    6,605
    
    
    $
    2,541
    
    
    $
    (195,461
    )Net income (loss) attributable to Euronet Worldwide, Inc.
    
    $
    (8,649
    )
    
    $
    5,932
    
    
    $
    1,867
    
    
    $
    (192,616
    )Earnings (loss) per common share:Basic
    
    $
    (0.18
    )
    
    $
    0.12
    
    
    $
    0.04
    
    
    $
    (3.85
    )Diluted
    
    $
    (0.18
    )
    
    $
    0.12
    
    
    $
    0.04
    
    
    $
    (3.85
    )
 
 ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
 EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
  CHANGE IN INTERNAL CONTROLS
  100




---



##### 



MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
   Internal ControlIntegrated Framework
  /s/ Michael J. Brown

Michael J. BrownChief Executive Officer/s/ Rick L. Weller

Rick L. WellerChief Financial Officer and Chief Accounting Officer
  
 ITEM 9B.
    
    OTHER INFORMATION
   101




---



##### 



PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
   
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
  
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  
 PART IV
 
 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
  1. Financial Statements
  2. Schedules
  3. Exhibits
  102




---



##### 



SIGNATURES
  EURONET WORLDWIDE, INC.
 Date: February 26, 2010
    
    /s/ Michael J. BrownMichael J. BrownChairman of the Board of Directors, Chief ExecutiveOfficer and Director (principal executive officer)
  Signature
    
    Title/s/ Michael J. Brown


Michael J. Brown
February 26, 2010
    
    Chairman of the
Board of Directors,
Chief Executive
Officer and
Director (principal
executive officer)/s/ Rick L. Weller

Rick L. Weller
February 26, 2010
    
    Chief Financial
Officer and Chief
Accounting Officer
(principal
financial officer
and principal
accounting officer)/s/ Paul S. Althasen
    
    DirectorPaul S. AlthasenFebruary 26, 2010/s/ Andrzej Olechowski
    
    DirectorAndrzej OlechowskiFebruary 26, 2010/s/Eriberto R. Scocimara
    
    DirectorEriberto R. ScocimaraFebruary 26, 2010/s/ Thomas A. Mcdonnell
    
    DirectorThomas A. McDonnellFebruary 26, 2010/s/ Andrew B. Schmitt
    
    DirectorAndrew B. SchmittFebruary 26, 2010/s/ M. Jeannine Strandjord
    
    DirectorM. Jeannine StrandjordFebruary 26, 2010
 103




---



##### 



EXHIBITS
 Exhibit Index
 Exhibit
    
    Description2.1
    
    Stock Purchase Agreement dated November 21, 2006 by and among
Euronet Payments & Remittance, Inc., Euronet Worldwide, Inc.;
the Fred Kunik Family Trust and the Irving Barr Living Trust
(filed as Exhibit 2.1 to the Companys Current Report on Form
8-K filed on November 28, 2006, and incorporated by reference
herein)2.2
    
    First Amendment to Stock Purchase Agreement, dated April 2,
2007, by and among Euronet Payments & Remittance, Inc.,
Euronet Worldwide, Inc., the Fred Kunik Family Trust and the
Irving Barr Living Trust (filed as Exhibit 2.1 to the
Companys Form 8-K filed on April 9, 2007, and incorporated by
reference herein)2.3
    
    Second Amendment to Stock Purchase Agreement, dated April 4,
2007, by and among Euronet Payments & Remittance, Inc.,
Euronet Worldwide, Inc., the Fred Kunik Family Trust and the
Irving Barr Living Trust (filed as Exhibit 2.2 to the
Companys Form 8-K filed on April 9, 2007, and incorporated by
reference herein)3.1
    
    Certificate of Incorporation of Euronet Worldwide, Inc.,
as amended (filed as Exhibit 3.2 to the Companys Current
Report on Form 8-K filed on May 22, 2009 and incorporated by
reference herein)3.2
    
    Amended and Restated Bylaws of Euronet Worldwide, Inc.
(filed as Exhibit 3.2 to the Companys Current Report on Form
8-K filed on December 22, 2008, and incorporated by reference
herein)3.3
    
    Certificate of Amendment to Certificate of Incorporation of
Euronet Worldwide, Inc. (filed as Exhibit 3.1 to the Companys
Current Report on Form 8-K filed on May 22, 2009 and
incorporated by reference herein)4.1
    
    Rights Agreement, dated as of March 21, 2003, between
Euronet Worldwide, Inc. and EquiServe Trust Company, N.A.
(filed as Exhibit 4.1 to the Companys Current Report on Form
8-K filed on March 24, 2003 (File No. 001-31648), and
incorporated by reference herein)4.2
    
    First Amendment to Rights Agreement, dated as of November
28, 2003, between Euronet Worldwide, Inc. and EquiServe Trust
Company, N.A. (filed as Exhibit 4.1 to the Companys Current
Report on Form 8-K filed on December 4, 2003 (File No.
001-31648), and incorporated by reference herein)4.3
    
    Indenture, dated as of October 4, 2005, between Euronet
Worldwide, Inc. and U.S. Bank National Association (filed as
Exhibit 4.1 to the Companys Current Report on Form 8-K filed
on October 26, 2005, and incorporated by reference herein)4.4
    
    Specimen 3.50% Convertible Debenture Due 2025
(Certificated Security) (included in Exhibit 4.10 to the
Companys Registration Statement on Form S-3/A filed on
November 10, 2005, and incorporated by reference herein)10.1
    
    Euronet Long-Term Incentive Stock Option Plan (1996), as
amended (filed as Exhibit 10.7 to the Companys Annual Report
on Form 10-K filed on March 15, 2004, and incorporated by
reference herein) (2)10.2
    
    Euronet Worldwide, Inc. Stock Option Plan (1998), as
amended (filed as Exhibit 10.8 to the Companys Annual Report
on Form 10-K filed on March 15, 2004, and incorporated by
reference herein) (2)10.3
    
    Euronet Worldwide, Inc. 2002 Stock Incentive Plan
(Amended and Restated) (included as Appendix B to the
Companys Definitive Proxy Statement filed on April 20, 2004,
and incorporated by reference herein) (2)10.4
    
    Rules and Procedures for Euronet Matching Stock Option
Grant Program (filed as Exhibit 10.3 to Companys Form 10-Q
filed on November 14, 2002 and incorporated by reference
herein) (2)10.5
    
    Form of Employee Restricted Stock Grant Agreement pursuant to
Euronet Worldwide, Inc. 2006 Stock Incentive Plan (filed as
Exhibit 10.8 to the Companys Quarterly Report on Form 10-Q
filed on August 4, 2006, and incorporated by reference herein)
(2)10.6
    
    Form of Employee Restricted Stock Unit Agreement for
Executives and Directors pursuant to Euronet Worldwide, Inc.
2006 Stock Incentive Plan (filed as Exhibit 10.39 to the
Companys Annual Report on Form 10-K filed February 28, 2007,
and incorporated by reference herein) (2)10.7
    
    Credit Agreement dated as of April 4, 2007 among Euronet
Worldwide, Inc., and certain subsidiaries and affiliates, as
borrowers, certain subsidiaries and affiliates, as guarantors,
the lenders party thereto, Bank of America, N.A., as
administrative agent and collateral agent, California Bank &
Trust, as syndication agent and Citibank, N.A., as
documentation agent (filed as Exhibit 10.1 to the Companys
Quarterly Report on Form 10-Q filed on May 4, 2007, and
incorporated by reference herein)10.8
    
    Employment Agreement dated June 19, 2007 between Euronet
Worldwide, Inc. and Kevin J. Caponecchi (filed as Exhibit 10.1
to the Companys Current Report on Form 8-K filed on June 25,
2007, and incorporated by reference herein) (2)10.9
    
    Euronet Worldwide, Inc. Executive Annual Incentive Plan (filed
as Exhibit 10.18 to the Companys Annual Report on Form 10-K
filed on February 29, 2008, and incorporated by reference
herein) (2)10.10
    
    Amendment No. 1 to the Credit Agreement dated April 23,
2008 (filed as Exhibit 10.1 to the Companys Quarterly Report
on Form 10-Q filed on May 9, 2008, and incorporated by
reference herein)10.11
    
    Amended and Restated Employment Agreement dated April 10,
2008 between Euronet Worldwide, Inc. and Michael J. Brown,
Chairman and Chief Executive Officer (filed as Exhibit 10.3 to
the Companys Quarterly Report on Form 10-Q filed on May 9,
2008, and incorporated by reference herein) (2)10.12
    
    Amended and Restated Employment Agreement dated April 10,
2008 between Euronet Worldwide, Inc. and Rick L. Weller,
Executive Vice President and Chief Financial Officer (filed as
Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q
filed on May 9, 2008, and incorporated by reference herein)
(2)10.13
    
    Amended and Restated Employment Agreement dated April 10,
2008 between Euronet Worldwide, Inc. and Jeffrey B. Newman,
Executive Vice President and General Counsel (filed as Exhibit
10.5 to the Companys Quarterly Report on Form 10-Q filed on
May 9, 2008, and incorporated by reference herein) (2)10.14
    
    Amended and Restated Employment Agreement dated April 10,
2008 between Euronet Worldwide, Inc. and Juan C. Bianchi,
Executive Vice President and Managing Director, Money Transfer
Segment (filed as Exhibit 10.6 to the Companys Quarterly
Report on Form 10-Q filed on May 9, 2008, and incorporated by
reference herein) (2)10.15
    
    Employment Agreement dated May 11, 2008 between Euronet
Worldwide, Inc. and Gareth Gumbley, Managing Director, Prepaid
Processing Segment (filed as Exhibit 10.7 to the Companys
Quarterly Report on Form 10-Q filed on August 7, 2008, and
incorporated by reference herein) (2)10.16
    
    Form of Indemnification Agreement, (filed as Exhibit 10.1 to
the Companys Form 8-K filed on December 22, 2008, and
incorporated by reference herein)10.17
    
    Employment Agreement dated December 2, 1997 between Euronet
Services GmbH and Roger Heinz, Senior Vice President -
Managing Director, Europe EFT Processing Segment (filed as
Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q
filed on May 8, 2009 and incorporated by reference herein) (2)10.18
    
    Amendment No. 2 to the Credit Agreement dated February 18,
2009  (filed as Exhibit 10.2 to the Companys
Quarterly Report on Form 10-Q filed on May 8, 2009 and
incorporated by reference herein)10.19
    
    2006 Stock Incentive Plan, as amended (filed as Exhibit
10.3 to the Companys Quarterly Report on Form 10-Q filed on
May 8, 2009 and incorporated by reference herein) (2)10.20
    
    Employment Agreement dated October 5, 2005 between
Instreamline SA and Nikos Fountas, Senior Vice President -
Managing Director, Europe EFT Processing Segment (1) (2)12.1
    
    Computation of Ratio of Earnings to Fixed Charges (1)21.1
    
    Subsidiaries of the Registrant (1)23.1
    
    Consent of Independent Registered Public Accounting Firm (1)31.1
    
    Section 302  Certification of Chief Executive Officer (1)31.2
    
    Section 302  Certification of Chief Financial Officer (1)32.1
    
    Section 906 Certification of Chief Executive Officer (1)32.2
    
    Section 906 Certification of Chief Financial Officer (1)(1)
    
    Filed herewith.(2)
    
    Management contracts and compensatory plans and arrangements
required to be filed as Exhibits pursuant to Item 15(a) of
this report.
  104